Academy of Hard Knocks
by SarcasticDevotee
Summary: Life at Wawanakwa Academy sucks. The students are divided into classes dependent on their test scores, challenges are issued to both keep things in order and to keep things "interesting", and the teachers and principal are absolutely sadistic. What exactly can the class with the lowest of the low do? Turn everything upside down, of course. Duncney/Gwuncan, Nawn, Harold/Heather.
1. Prologue

**Disclaimer: **I obviously don't own anything, or I wouldn't be writing fanfiction, now would I?

* * *

**Prologue**

* * *

"Hey, Noah?"

Fifth grader Noah Intan raised a brow and turned to face Dawn Ray, his usual bored look plastered on his face. "Yeah? What's up?"

"What's the answer to number six?" the moonchild replied, tapping her purple-painted lips with her index finger.

"You're almost a middle schooler and you don't know that?" Noah almost groaned, "Come on. "

"Just so you'll remember," she corrected, "We haven't taught that yet. Not all of us can be a genius."

Noah rolled his eyes at this but answered, "Queen Anne's War ended in 1712. Ten years after it began."

"It's also known as the Third Indian War, right?" Dawn asked, curiously.

The Indian-Canadian child just nodded, "You've got it, right?"

She just nodded, simply.

"Memorized?"

She nodded again.

"Good," he scoffed, "Now don't bother me, would you? You're more annoying than my big sisters."

She shrugged and stifled a giggle, "Whatever you want, Noah-it-all."

"Hey!" he shouted, turning back to face her from his desk, "Who taught you that nickname?!"

She didn't answer.

* * *

_Six years later…_

* * *

This was Duncan Flynn's junior year at Wawanakwa Academy. This school was just a little bit different than most schools. For your Freshman and Sophomore years, you studied normally and did your best to make it to the next year. Nothing that different from any other school.

Junior year onward was a whole lot different. You were placed in a certain class according to your scores on a special test every student had to take prior to the junior year. Class A was for the best of the best, while Class F was for the worst of the worst. Classes B through E were the middle classes, but it was always best to get in A through C for the best year overall.

However, Duncan already knew which class he was going to be put in.

"Flynn, you're late."

A gruff voice greeted the green mohawk sporting delinquent once he reached the school gates. He lazily turned his head and looked toward the source of the voice.

"Ah, Hatchet," the delinquent snorted, "What a _pleasure _to see you again."

The burly dark-skinned man snorted back and retorted, "That's _Mr. _Hatchet to you, soldier."

"Oh, I said Mr. Hatchet," Duncan lied blatantly, "You hearing things in your old age?"

"You want my fist connecting with your nose?" the man sneered, "Because I can have that arranged."

"Tsk," Duncan rolled his eyes, "No, _sir_." He put as much emphasis on the sir as he could in a mocking way to placate the teacher.

"So, soldier," Mr. Hatchet ignored Duncan's smartass words and continued, "Why are you late, kid?"

"I didn't wake up on time."

"As expected," the man mumbled, letting out an annoyed sigh. Duncan was always late, so he knew very well it was nothing more than a lie.

"Oh come on," Duncan complained, "I'm not always late, now am I?"

"I was your homeroom teacher last year, so I know exactly how late you always are," Mr. Hatchet snorted again before handing the delinquent an envelope, "Your test scores, maggot."

"Thanks, Iron Man," Duncan replied, snatching the envelope out of the teacher's hand before asking, "Why's the school handing out the placement results so stupidly anyway? Wouldn't it be easier to put it on a bulletin board or somethin'?"

Duncan made a very good point, Mr. Hatchet had to agree to that. Putting each student's result into an envelope and handing them out personally was much more trouble than it should have been.

"If we were just'a regular school, we mighta," the burly man shot back, "but our school's the first to use a system like this. That's why we're doin' it."

"How stupid," Duncan answered as he fiddled with the envelope. He wouldn't admit it, but he was excited to find out if, despite being a Probationary Student, he would be in a high ranked class or not.

"Flynn, to tell you tha' truth."

Duncan raised his pierced unibrow at Mr. Hatchet's voice but didn't answer as he continued to fumble with the envelope. He was really close to just taking out his pocket knife and ripping right into it.

"After being your homeroom teacher for a year," the teacher continued, "I was always wonderin'. Could Flynn really be an idiot?"

"Hey now," Duncan shot a glare at the man, "I may be one of your so-called 'problem students', but I sure as hell ain't stupid!"

Mr. Hatchet gave a deadpan look back at the delinquent before asking, "Oh, really?"

"Yeah," Duncan's eyes widened as he finally had ripped into the envelope, "I bet you were surprised at my test scores, gramps."

"Mm," the burly man grunted, "You may be right, maggot. When I saw your scores, I was wrong."

"Heh, knew it."

As Duncan unfolded the piece of paper, he had a burst of newfound confidence. He had to have at least gotten in Class D or Class C, right? It only felt natural. Unless of course they were still pissed at him for his little stealing stunt last year.

"Be happy, kid," Mr. Hatchet spoke up again, a smirk crossing his lips, "My doubts are all gone."

A similar smirk crossed Duncan's face as he read through the sheet. This dropped quicker than anticipated as Mr. Hatchet's smirk broadened into a borderline psychotic grin.

Duncan Flynn had been assigned to Class F.

"Yep," Mr. Hatchet chuckled lowly, "You really _are _an idiot."

* * *

**Hi, there. Let me explain the basis of this story.**

**It's loosely based on the anime Baka and Test, but there will be a _lot _of liberties that will make it stray from the original show so you don't have to worry about knowing anything about the show to read this.**

**I can say, it will be an interesting ride to say the least. So, enjoy your stay at Wawanakwa Academy.**


	2. Welcome to Hell

**Disclaimer: **Own nothing.

* * *

**Arc I**

**Chapter One: **Welcome to Hell

* * *

Duncan probably should have went straight for his new classroom, the infamously horrible Class F. Yet here he was standing in front of the prestigious and well-sought after Class A. It seemed completely too large to be a classroom. At least five times larger than usual. Letting his curiosity get the better of him, the punk peered through the window into the classroom.

"Congrats to everyone for making it into junior year," the teacher spoke, which Duncan could barely hear from outside the room, "My name is Mrs. Sanders and I'll be your homeroom teacher, Class A. A pleasure to meet you."

A plasma TV flickered behind her, showing her name on the screen. Duncan's eyes widened. He had only seen stuff like that in stores. He had thought about stealing one once or twice, but never got around to it.

"First off," the teacher continued, "if you could, check everything you were given. You should have a laptop, a personal air conditioner, a fridge, and your chair should be adjustable. Is everyone comfortable?"

The punk scrunched his nose. Why did they get to have all those fabulous things? It wasn't like he cared that much, but it was past ridiculous. The fridges were filled with drinks and snacks and every student had their own air conditioner to adjust to whatever temperature they needed. The ceiling was made of glass, high price paintings were hanging on the walls, and a chandelier hung down from the ceiling. It seemed like a freaking five-star hotel!

"The food and drinks in the fridges are provided by the school free of charge," the teacher continued, "If you need anything else, don't hesitate to ask. Now, let me introduce the class representative. Dawn Ray, please come forward."

"Yes, ma'am," a short, blonde haired girl with purple lipstick stood up from her seat and almost immediately got the attention of the rest of the class.

She was the class representative. The person in this class that scored highest on the placement test. In other words, she scored the best out of everyone in the entire junior year, which Duncan really couldn't see her being that smart. She radiated an aura of calmness, but something about her also freaked him out a little bit.

Dawn Ray was famous in Wawanakwa Academy. Everyone knew her from being the girl who loved to read auras and enforce all sorts of supernatural propaganda. Several boys, including a certain Scott Evans, had tried asking her out but she had turned them all down. She was a storm of rumors, that was for sure.

And in all honesty, Duncan had to admit, he probably helped spread a good number of those rumors.

"Everyone in Class A, be prepared to study hard," the teacher continued, "For your challenges will begin at any time, and we don't want to be losing to any other class now do we?"

Another blonde raised her hand to the sky to ask a question, "Um, last time I checked, Duncan isn't an A Class student."

Duncan groaned in annoyance as all the eyes in the class were now focused on the window he was peering into. He should have known that Bridgette Hall would have ratted him out. Flipping the class an obscene gesture, he decided to head out and finally get to his new class.

* * *

Duncan stopped under a sign that read Class F, Junior Year. An amused smirk reappeared on the punk's lips. He was late to class, so this would surely give his classmates a bad impression. He didn't want to be bothered that much, so that would be perfect to him. And if they were hard to deal with, he would just give them a nice punch to the nose for good measure. A normal student probably would have been growing more nervous at the moment about joining a class that was for the so-called worst students in school, but Duncan was actually a little excited.

He turned the doorknob and walked in, giving the most scathing sing-song voice as possible as he said, "Sorry I'm late, losers."

"Who cares?" the person at the teacher's desk scoffed, "Hurry up and sit down, okay, punk rock?"

Duncan's eyes narrowed, but the other person didn't flinch.

"Uh, hello?" the figure replied again, being turned around so he wouldn't face Duncan, "Sit down, would you?"

Duncan glared fiercely at the guy who was standing behind the desk, before stomping over and turning the desk around, "Don't piss me off, Noah."

The teen was definitely not a teacher. It was Noah Intan, who Duncan was honestly surprised to see him in Class F of all places.

"Oh no, I'm so scared," the sarcastic bookworm replied, "Gonna try to give me a piercing again? Besides, Mr. McLean isn't here yet, so I'm taking his place."

"And why would you do that?" Duncan scoffed, rolling his eyes, "Shouldn't you be in Class A or something, egghead?"

"Alas, fate is cruel," a smirk crossed the tanned boy's face, "My score's the highest in Class F."

"Woah, you made that low of a score?" Duncan's glare dropped into a look of absolute surprise, "_And _you're the Class Rep?"

"Hey, don't look so surprised," Noah raised his hands in mock defense, "If I had to go to Class A, they'd know that I'd be a genius, so I couldn't just breeze through til college, now could I?"

Noah was known for being incredibly lazy and without much motivation. This made Duncan crack his knuckles and cast a wicked grin in the bookworm's direction. If he could just take care of this pesk, he could do whatever he pleased in class.

"Either way," Noah spoke again, "Everyone in this class is my crony for now."

Duncan turned to look at the rest of the class and sighed. Everyone was sitting on the floor. Why? That was an easy question. There were no chairs.

"Wow," Duncan deadpanned, "Are we sure F doesn't stand for effing lame?" Noah just shrugged from the teacher's seat.

"Uh, yeah, dude with the mohawk," an adult voice came from behind Duncan, "Move it or lose it, won't you? And kid with the gigantic forehead, out of my seat."

Duncan and Noah both glared at the incoming teacher and went to take their seats. The perpetually grinning teacher took a seat at the teaching desk and loudly proclaimed, "Good morning, students! The name's Chris McLean, and I'm your homeroom teacher. Can ya dig it?"

He fiddled around with the stuff on his desk looking for a piece of chalk, but alas, they didn't even provide Class F with that. Now thoroughly annoyed, the teacher exclaimed, "Yeah, whatever. I should be working in Class A for Pete's sake! You kids got a desk, right? If you don't, raise your hand."

Out of the fifty teenagers jammed into the class room, only desks were provided for them. Some students were smart and brought pillows to sit on, but for the most part, they were confined to the floor. Not to mention that the desks were incredibly old and worn out.

"Uh, McLean?" Duncan asked, "And if we didn't bring something to sit our asses on?"

"Bear with it!" the teacher flashed a sadistic smile.

"Uh," Noah spoke up, "The leg to my table is broken."

"We'll just get some wood glue later," Chris still didn't seem to care.

"Uh, teach?" another student chimed in, "Cold air's blowing in from the broken window…"

"Eh, I'll request for some plastic bags and tape to repair it," Chris shrugged, "If you need anything else, try to take care of it yourself, won't you? Until then, let's begin the self-introductions, shall we? We'll start with Miss Peters."

A tanned girl with black pigtails stood up and spoke, "Like, yeah. My name's Katie Peters and I'm a member of drama club."

Duncan remembered Katie well. Before the junior year, she was known for always hanging out with Sadie Weathers. They were known throughout the school as the Wonder Twins. But seeing with Katie without Sadie definitely was a surprise to Duncan, but upon thinking about it, he could have sworn that he saw Sadie in the Class A room, but that definitely couldn't have been true.

"Alright, you can sit down," Chris yawned, before motioning for the next person to stand up and give their introduction.

"I'm Harold Norbert Cheever Doris McGrady the fifth," he introduced himself, but stopped when he heard Duncan and Noah both give a snort in amusement along with a few other giggles, Katie being one of them.

"Gosh!" he stopped himself and glared, "You guys don't have to be rude!"

"Right," the next student stood up, who was sitting in the seat beside Duncan, and cleared her throat, "So, my name's Gwen Addams. As some of you know, I moved here last year, and this place still sucks as much as last year. But hey, at least I get to tease the punk some more."

Duncan gave a small grin at his best friend, "Well, pasty. How did you get into the class for losers?"

"Simple," she shrugged, "I got in trouble for freeing the frogs last year and this is my punishment. But hey, at least I'm not a probationary student like you are."

The delinquent rolled his eyes as his goth best friend sat down. It was then his turn, so he stood up and crossed his arms, mumbling, "The name's Duncan Flynn. But for all you chicks in the room, you can just call me 'Babe' and I wouldn't care too much."

A few of the other guys in the class made disgusted grunts at that, but Duncan honestly didn't give a crap and rolled his eyes, returning to his seat. The introductions continued once again.

That was, of course, until someone opened the door. A certain Hispanic brunette stood at the entrance, arms crossed over her chest and a somewhat forced smile spread across her face.

"Uh, sorry I'm late."

"Late?" Mr. McLean laughed haughtily, "Nah, we're just introducing ourselves. If you want to, go on and introduce yourself to the class, sweet cheeks."

The girl rolled her eyes in disgust, but turned to the class and puffed out her chest proudly. "My name's Courtney Ramirez. It's nice to meet you all."

"Uh, yeah, Courtney?" someone who already had introduced themselves asked, "Why are you here?"

Duncan and Gwen shared a snicker at that. Courtney's confident smile turned to a frown. Everyone knew that Courtney was one of the most brilliant students in the school, if not a perfectionist from the inside out. While it made a bit of sense why Noah would be in Class F because he wanted to just float along the school year, it made no sense whatsoever how Courtney made it into the class.

"Yeah, uh," she tried to regain her composure, "If you really _need _to know, I had a fever during the placement test, so I couldn't take it. So this was forced on me."

After hearing that, the entire class nodded as if to say, "So that's why."

Leaving in the middle of an exam results in a zero grade, and so did not even showing up to the exam. In fact, that was exactly what happened to Ezekiel Vincent this year.

"Now that I think about it," Harold blatantly lied, "I was allocated to Class F because I was sick too."

"I didn't do well because I heard my brother was involved in an accident," Gwen spoke up as well. Duncan knew that was nothing but the truth though, because she was incredibly stressed that entire week. To her and her mother's relief, he only came out of it with a broken arm though.

"Er, my girlfriend didn't let me sleep the night before the test, eh!" Ezekiel piped in, trying to seem as cool as possible.

"Yeah, right," Noah argued, "That's the biggest lie I've ever heard."

During the discussion that Mr. McLean obviously didn't care about quieting, Courtney had made her way to the empty seat between Noah and Duncan. Neither teenagers thought that they would be in the same class as her, not less to see her in Class F of all places.

"What a bunch of imbeciles," Courtney mumbled as she leaned on her desk, obviously unhappy of where she had been placed.

Duncan and Courtney had a history of sorts the past two years at Wawanakwa Academy. More like Duncan loved to annoy the Counselor in Training to death, but it was an interesting history to say the least.

"Yo, Princess—"

"Courtney."

Noah raised his voice over Duncan's. The delinquent glared daggers at the bookworm, who didn't seem to care in the very least.

"Yes?" she raised her head up and arched a brow at the shorter teen.

"I'm Noah Intan," he greeted, "It's… Alright to meet you."

"We both ran for student council secretary, Noah," she replied, scoffing, but smiling regardless, "It's nice to see you, I guess. But why are you here?"

"Because," he shrugged, ignoring her question, "The test was a couple of days ago. You still sick?"

"Yeah, Princess," Duncan cut in, "Wouldn't like to see you vomit all over the desks." Gwen overheard this and couldn't help but utter a laugh.

Courtney just gave Duncan a once over before scrunching up her nose and uttering, "Ew."

"Excuse me?" Duncan grimaced.

"Sorry that Duncan's ugly mug repulses you," Noah just couldn't help but add in a smarmy snark.

"You wanna go, shorty?" Duncan threatened, "Because when this 'ugly mug' is done with you—"

"Oh, that reminds me," Courtney pursed her lips, "Somebody's actually really interested in you, Duncan."

Duncan's unibrow arched as he asked, "Wait, what? Who?"

"Trent Nicholson."

The punk went pale, while Gwen frowned. Trent and Gwen had broken up at the end of sophomore year because Trent believed Gwen was cheating on him with Duncan.

"Okay, I had no idea the dude swung _that _way," Duncan finally coughed out.

"Not that way, you ingrate," Courtney rolled her eyes, before adding, "Not that there's anything wrong with homosexuality."

"Before I was so rudely interrupted," Noah cleared his throat, "I'll ask again. You still sick, Courtney?"

She shook her head, "I'm fine. Thanks."

"Uh, excuse me, Princess, but _who's _the ingrate?!" Duncan raised his voice, sneering at the overly proud girl.

"Hey, be quiet would you?" Mr. McLean called the probationary student out, "I can't hear myself th—"

Crash!

Suddenly, the teacher's wooden table collapsed into wood chips, making the entire class wonder just how bad did they have it there.

Mr. McLean laughed nervously, "Well, uh, _that _was awkward. But no problem, folks! I'll just get a new table to replace it. Be right back!"

He quickly stepped out of the classroom, muttering something under his breath. No one in the classroom looked amused by the display of the crappy equipment at all; with Duncan, Courtney, Gwen, and Noah looking the most annoyed. While they each had a reason to be in the situation they were in, it definitely felt undeserved.

"Hey, Noah," Duncan looked past Courtney towards the lazy looking class rep, "Come here, would you?"

"We're only a few feet away from each other, genius," Noah replied, his voice a tad more annoyed than usual, "What do you want?"

"Come with me outside," he cracked his knuckles, "We could talk a _lot _better out there."

Obviously not wanting to get his face punched in, the class rep just shrugged and replied with a simple, "Fine by me."

The entire class watched as one of the biggest threats in the entire school and the class's representative walked outside of the classroom, Duncan slamming the door behind them.

"Do you think Noah's going to die?" Katie asked the closest person to her, who happened to be Harold.

Harold asked in retaliation, "Would that mean that I'd get to be the class rep?"

* * *

**Next time on Academy of Hard Knocks**: Class F challenges the rest of the classes to challenges. Duncan and Noah are to blame.


	3. Class F VS The World

**Disclaimer: **I own a computer. Does that count enough?

* * *

**Arc I.**

**Chapter Two: **Class F VS. The World

* * *

"About the classroom—"

"Yeah," Noah cut Duncan off, which normally would have pissed the punk off, "It's way worse than I thought it would be."

"I would give you a wedgie for interrupting me," Duncan looked puzzled, "but that had to be the first time we've ever agreed on anything."

Noah shrugged, "Why wouldn't we? It sucks."

"Have you even _seen _Class A's equipment?"

"Yep," the bookworm replied shortly, "They have a plasma screen and we have a chalkboard that's full of cracks. But such is life, right?"

"It doesn't _have _to be, egghead," Duncan rolled his eyes, "What we _could _do is issue a Wawanakwa Challenge to those Class A dweebs and get their equipment, now couldn't we?"

"Excuse me?" Noah looked at Duncan with a wary look in his eyes, "And why would we do that?"

"Because I said so."

"_I'm _the class rep, remember?" the shorter teen reminded, "And don't give me that. You don't even care about school, but you want to go through a sadistic game to just win some equipment? We'd have a better chance winning the lottery and you know that."

"Pffft," Duncan snorted, "If I didn't want to study, I wouldn't have even come here—"

"You chose this school because it's got a good rep with the police academy."

Duncan coughed. How did Noah know that? He had only told that to Gwen. He wanted to become a police officer so he wouldn't get into so much trouble with the law after school, and that was definitely the truth.

"You spying on me?" was the punk's reply to that.

"Not at all," the bookworm shrugged, an amused grin dancing across his lips, "It was just an educated guess. Besides, you're doing it to get a good rep with the girls, aren't you?"

Duncan coughed again and straightened his back unwittingly, "Okay, egghead. If you say that again, I'm cracking your skull on the floor, hear me?"

"People like you are easy to read," Noah didn't seem afraid in the least, "You're a teenage guy. The first thing on your mind is chick tail. I get it."

Duncan narrowed his eyes, "Okay, egghead, you're really starting to piss me off."

"You didn't let me finish," he raised a hand in defense, "I was planning on issuing a challenge to Class A anyway."

"Uh, what?" Duncan was pretty confused, "Look, you should probably _be _in Class A, but you're all for taking them down? I thought you found the games stupid?"

"I do," he confirmed, "but I also want to prove that being a Type A like most of Class A, just like Courtney, isn't the only way you can show that you're a genius."

"So, did you fail that test on pur—"

"I even have a plan," Noah didn't let Duncan finish, "Besides, Mr. Mc_Lame_'s already back in the classroom. Shall we?"

Not even letting the punk finish, Noah waltzed back into the classroom and took his seat again. Duncan didn't like being walked out on, but either way, he decided to make his way back inside as well. As Chris sat at his new equally lousy table, Noah and Duncan retook their seats.

"Let's continue with the self-introductions, shall we?" the teacher flashed his signature grin again.

"My name is Ezekiel Vincent," the next student stood up, "My hobbies are…"

Duncan tuned him out there. He was never a fan of monotony, and there was nothing more monotonous than hearing people introduce themselves. He piqued up when he heard Noah begin his own introduction, however.

"You're the class representative of this bunch of losers, aren't you?"

Noah ignored the teacher's rude statement and nodded. It was the perfect match. The laziest rep for the worst class. Instead of saying it was an honor, it was actually a shame. But Noah didn't think ike that. He stood confidently, walked up next to Mr. McLean, and stared at the rest of the students.

"I'm your class rep," he spoke in deadpan, "I'm Noah Intan, but you can call me Noah or just Class Rep, if you want."

Most of the students in the class didn't really care about who he was, since he was only the least idiotic of the idiots in Class F. Even if he was considered as the Noah-it-all, he was still lazy enough to get put in this class.

"So, I have a question for everyone," he spoke, looking into everyone's eyes. Maybe it was because he got the timing right, as most students were looking at him. When he confirmed that he had everyone's attention, he moved his bored eyes to every corner of the classroom that smelt of mildew, had old and dirty floors, and desks that smelled like dirt.

"Class A has not only air conditioners, but also adjustable chairs," he explained, "You're not really satisfied with that, right?"

"Of course not!"

It was almost completely in unison, which brought a smirk to the class rep's face.

"That's what I thought," he almost scoffed, "It's obvious that there's a big problem, isn't there?"

"Uh, yeah," Gwen spoke up, "It sucks."

"No matter how cheap the school fee is, it's unthinkable to make us use this stuff," Courtney added, "We gotta tell the school to improve it, right?"

"Yeah!" Harold added, "We pay the same fees as Class A does, but the treatment's so different!"

"Right," Noah nodded, an amused smile caressing his lips, "Therefore, I have a suggestion. I plan to issue a challenge against Class A."

Issue a challenge against Class A? This suggestion sounded too unrealistic for Class F.

"Gosh!" Harold exclaimed, "Are you off your rocker?"

"Yeah," Gwen added, frowning, "I don't want to get even worse facilities if we lose."

"I'm satisfied as long as all the cute girls are here, eh?" Ezekiel didn't seem bothered one way or the other.

Duncan had heard a lot about the challenge system. Once a student entered junior year, as long as their class rep was up for it, they could challenge different classes to a game and if they win, they could switch classroom equipment. But if the lowest class lost, it was possible that they could get even worse classroom conditions.

"What makes you so sure we could win?" Courtney asked, raising her hand, "I mean, no offense, but aren't you guys the lowest of the low?"

"You're one of us too, genius," Noah rolled his eyes, "Besides, we have some strong factors that could help us win. Harold, come here, would you?"

Harold shrugged and stood up to join Noah at the front of the class, "What is it, Noah? You want me to show one of my skills to the class?"

"I'd allow it," Chris McLean spoke up, obviously taking this chance to comb his hair.

"Yeah, no," Noah denied that idea, "Harold here, except for me and Courtney of course, is one of the smartest students. He just overspecializes in science, so that's why he's in our class."

Harold adjusted his glasses and grinned, "I could definitely show my wicked mad ski—"

"And we can't forget Courtney," Noah cut the geek off, "Isn't it true that you were part of almost every athletic club in freshman and sophomore years?"

Courtney puffed out her chest and smiled, "Why, yes, I was." Duncan and Gwen collectively rolled their eyes at this.

"Then you'll be the main force," Noah nodded, "Not to mention that we have Katie, too."

Duncan almost forgot all about that. If the challenge was a physical challenge, not only would he, Gwen, and Courtney be helpful, but Katie would be a force to be reckoned with as well. Especially when it came to sports related topics.

Katie pursed her lips before grinning, "Like, I'll make you proud, Noah! But, what if I have to fight Sadie?"

"That's a risk we'll have to take."

Katie's face flushed. "But, Sadie's my best friend and she's in Class A and I could never go against her in a challenge and—"

"Gwen's also pretty helpful," Noah interrupted, "Well-rounded and only here because she was forced to be here, just like Courtney."

Gwen sighed, "I'm not all for this class morale thing, but hey. It's better than sitting in this awful room, right?"

"What about me, eh?" Ezekiel asked, raising his hand.

Noah stared at Ezekiel for a few seconds before ignoring him entirely and continuing:

"Also, we have Duncan Flynn."

Total silence. Most of the classroom looked nervous at the very name of the school's biggest troublemaker, except for Courtney who looked slightly annoyed; Noah who remained smirking in amusement; Katie who was still sulking over maybe having to go against Sadie; and Gwen who was the closest thing Duncan had to a best friend.

"That's right," Noah smirked, "We have intimidation and brute strength on our side, bundled up into one green haired force."

Courtney, for once, looked at Duncan with a sincere grin, "Well, then. It looks like we'll be taking Class A's equipment soon, now won't we?"

Duncan smirked and cracked his knuckles, "Definitely will, toots."

"He's still as much of a liability than he is an asset, though," Noah mused.

"Uh, excuse me, twerp," Duncan narrowed his eyes at the class rep, "Could you repeat that?"

"Anyway," he ignored the punk, "to show what we've got, we should try to hit some of the lower classes before we go against the big wigs. I plan to skip over Class E entirely and try to go against Class D first. You guys with me?"

His tone didn't seem to match one of a leader's, nor did it seem entirely interested. Regardless, the rest of the class stood to their feet and raised their fists to the air and cheered, some with more energy than others.

"Good," he nodded, "Duncan, mind going over to Class D and letting them know we're challenging them?"

"Uh, no," Duncan arched his unibrow at the shorter teen, "You're the class rep. Do it yourself."

"I have a leg cramp."

"Lazy ass."

"Sue me."

"Fine, I'm going," Duncan made his way toward the door, "but I'm surprised Mr. McLean ain't making us get to work already."

The teacher just shrugged and explained, "Hey, I'm getting' paid regardless, so do whatever you want."

At least it was reaffirmed that they had the worst teacher in the school.

* * *

Ten minutes had passed before Duncan had returned. He seemed neutral as he returned in the classroom and took his seat.

"Well?" was Noah's simple question.

"We'll be going against Class D," the punk replied, "Ain't that what we wanted?"

"They accepted that easily?" Gwen asked, raising an eyebrow, "Wow. I woulda thought that you would've scared them out of their mind into just giving up, Duncan."

"He could just do that with a look at those piercings," Courtney coldly teased, causing the punk to turn and glare at the Latina.

"Back to the matter at hand," Noah spoke, clearing his throat, "Mr. McLean?"

"That's right," Chris grinned, "As you guys will be going against Class D this afternoon after lunch break, I will allow Noah to take a certain few out to use an empty classroom and decide on any and all… strategies." He seemed to have been having as much fun with this as anyone.

"Duncan," Noah asked, "What kind of challenge did Class D agree to?"

"Some crap called Extreme Laser Tag," the punk shrugged.

At that moment, the whole class felt fear as Chris McLean started laughing. It was then that most of them remembered. Chris McLean was the one who came up with all of the challenges people could issue to another class, so it was most likely that this was one of the more sadistic challenges in the end.

"Well, ignore me," Mr. McLean said after he calmed down, "Noah, if you would, choose the six of you who will be the 'Faces' of our class, if you would."

"Faces?" Ezekiel repeated, puzzled.

"Oh, that's right," Chris cleared his throat, "Not everyone in a class can compete in challenges. It's up to Noah here to pick six other people who will participate in challenges throughout the year."

Everyone felt a little relief. There was the chance that they wouldn't have to participate in any sadistic challenges if only seven could be chosen throughout the whole school year. Noah, however, wasn't quite as pleased.

"Wait a second," he widened his eyes, "Six _others? _You can't be serious."

"Completely!" a sadistic spark was in Chris's eyes, "As the class rep, you have to compete regardless."

Noah groaned but quickly decided to get his decision over with, "Duncan, Gwen, Courtney, Harold, Katie, and…"

"Ooh, ooh, ooh!" Ezekiel stood up from his seat and waved his hand around, "Pick me, eh!"

Noah sighed and pinched his nose, "Okay, fine. Homeschool's my last pick."

"Perfect!" Chris beamed, "If you seven would like, find an empty classroom and begin preparations for your challenge this afternoon. 'Sides, it's just the first day, you shouldn't miss _much_."

The emphasis on the much caused Noah to groan in annoyance and head toward the door. Courtney decided to make this her chance to head out as well. Duncan decided to follow after the two, but bumped into one of the remaining four in the process.

"Would you watch where you're going?!" he snapped.

The person he bumped into, Katie, stared at him for a moment, "U-uh, sorry, Duncan."

Duncan coughed awkwardly, "Uh, yeah. Hey, wonder twin. About at the end of sophomore year—"

"I-gotta-go!" she quickly spat out, running out the door to try and catch up with Noah and Courtney.

Harold popped up next to Duncan and asked, "What was that all about?"

"None of your business, dorkus," the delinquent replied shortly.

"Gosh!" Harold exclaimed, "I know you're jealous of me but—"

"_Jealous?" _Duncan looked at the red-head like he had grown a third head, "Doris, I _bully _you. How does that make me jealous?"

"Because the chicks can't resist the Harold, now can they?"

Before Duncan could burst out into laughter, Gwen placed a hand on his shoulder.

"We need to head out before you two disturb class anymore, alright?"

Duncan snorted as his gothic best friend led both him and Harold out of the room, giving a slightly sarcastic, "Yeah, yeah, yeah."

"Once is enough."

"Sure, Pasty."

Gwen rolled her eyes but smiled regardless, "You know one of these days I'll be able to wipe those smart assed comments off of your lips, right?"

"Yeah, right," Harold butted in as they continued down the hall, "Like you could get that ogre to shut up for two seconds?"

"True," Gwen replied, laughing slightly, which made Duncan growl in annoyance that his best friend agreed with his mortal enemy.

He regained his composure and grinned at Gwen, "I'd like to see you try, Gwen."

"Is that a threat?"

"More like an offer."

"Is it?"

"Actually, it sounded more like—" Harold interrupted once again, only to be interrupted in turn by Duncan.

"Alright, Doris," the punk warned, shoving his fist in Harold's face for emphasis, "We're this close to be having to find another face or whatever McLame called it, 'cause you're about to go home in a full body cast if you don't shut up."

The rest of the walk to find where Noah, Courtney, and Katie went off to was largely silent after that, except for Harold's muttering of, "You don't have to be so rude. Idiot."

* * *

**Next time: **The seven competitors from Class F talk clash egos- we mean, _talk strategy_.


	4. A Shocking Revelation

**Disclaimer: Own nothing.**

* * *

**Arc I.**

**Chapter three: **A Shocking Revelation

* * *

Noah's choice of where they would decide to start their planning was definitely not what the other six had in mind. Instead of stealing an empty classroom, he had decided to make their plans on the rooftop of one of the buildings of the academy. This especially was an issue for Duncan, Gwen, and Harold, who took a while to figure out exactly where the other three ran off to.

It was a beautiful day. The sun was dazzling and shining bright with no clouds around at the very least. Most of the group had to shade their eyes, except for Harold who seemed to not be bothered in the very least.

"So, Duncan," Noah spoke up, as he sat down "You issued the challenge, right?"

"Uh, duh, egghead," was Duncan's reply, taking a seat next to Courtney, "I told 'em we'd be having it this afternoon."

"Right after lunch, right?" Katie asked, sitting down n

"Exactly," Noah nodded, "As much as it's against my nature to worry myself about others, I recommend everyone here eats a good lunch before we go play laser tag."

"Oh, so you care?" Duncan snickered, "How about _lending_ us your lunch money then?"

"Ugh!" Courtney exclaimed, wrinkling her nose, "You're such a bully!"

"Hey, you call it what you want," Duncan defended himself, "I call it being an advisor to our _beloved _class rep."

"You didn't bring lunch today, did you?"

Everyone stared at Noah after he asked that, then turned to stare at Duncan. The punk cleared his throat and replied, "And what if I didn't?!"

"Hey, hey," the class rep rose a hand in defense, an overtly amused smile crossing his face, "Just being your _beloved _class representative and all."

"Okay, stop with the brainy mind games," Duncan sighed, "I'll grab a soda or something from the cafeteria vending machine."

"Uh, Dunc," Gwen cut in, "That's not necessarily eating."

"Uh, yeah," Katie joined in, "That's, like, drinking. You, like, should have more energy than that!"

Aside from Noah and Harold, the rest of the group was looking at Duncan with sympathy. Even Courtney couldn't help but know how much it sucked to leave your lunch at home. This, of course, wasn't a welcome sympathy to the independent Duncan.

"Shouldn't you have just saved ahead for living expenses?" Harold asked, "I think it kinda serves you right."

"I do what I want," was Duncan's only reply. Of course, he wasn't necessarily wrong. At the time, his parents were working overseas at a law event for a few months so he was currently living alone. Not legally, however, as he was able to trick his parole officer into thinking he went with them. They sent money every month, which Duncan happened to mostly spend on new pocket knives, lighters, and games. After all, most hobbies were definitely expensive.

"Alright, enough," Courtney interrupted, "If you're going to help us reach the top, and you're _obviously _too incompetent to fix something for yourself, I'll bring you something to eat."

Everyone stared at Courtney like she had just spoken in some unintelligible language. While Courtney was nice to certain people, Duncan definitely wasn't one of them.

Duncan snorted, "Yeah, that's right. You can make me a—"

"Finish that sentence and I'll give you a sandwich full of rat poison," was Courtney's dull reply.

Noah decided to try to diffuse the tension with a sarcastic, "How cute. A handmade lunch with care." He would have continued, if not for Courtney's disgusted look being transferred from Duncan to him.

"Wow, Courtney," Gwen's words came out much more deadpan than expected, "You're so nice, making lunch _only _for Duncan."

"Well, if you're going to be _that _way, I guess I could make some for the rest of you," Courtney replied, "I mean, I _am _the resident CIT of this team, so I have to take care of my underlings."

"Earth to control freak," Noah snarked, "I'm technically the leader here, remember?"

"Do you want it or not, Noah?" Courtney asked, narrowing her eyes at the bookworm, who just shrugged and shook his head.

"Yeah, I bet you're wicked good at cooking!" Harold added, "Count me in on this action!"

Now Courtney had to make six people's lunches, herself included. Katie assumed that it had to be tiring, but didn't vocalize it.

"Wow, Princess," Duncan teased, "Didn't know you had a soft side to ya."

"Excuse me?"

"I'm just sayin'—"

"Um, Duncan?" Katie spoke up, "I wouldn't, like, push it, or you might not get any at all, you know."

Duncan just snorted, but stayed quiet. A free lunch was a free lunch, after all.

"Hey, guys?" Gwen asked, propping up her chin with her dainty hand, "Shouldn't we be deciding how we're going to handle this challenge thing?"

Duncan shrugged, "Do we even have a snowball's chance in hell?"

"With that attitude?" Gwen's voice dripped with sarcasm, "We'll be _sure _to win."

"Right," Noah nodded, "We should get started, I guess."

"By the way, billboard brain," Duncan began, turning to face the class rep, "Why are we going against class D first? Shouldn't we go after the runts in Class E? Or hell, how about Class A itself?"

"Like, yeah!" Katie added, "That's exactly right, Duncan!"

"Fair point," the class rep replied, "but I have a different plan."

"The ever so lazy Noah actually gracing us with one of his plans?" Gwen teased, "Oh, please do tell, class rep."

"It's not any more of a plan than just a simple answer," Noah explained, "Quite simply, Class E just isn't worth our time."

"Huh?" Harold was absolutely confused, "But they're a higher rank than us, right?" Since the class divisions were based on the test result, then of course Class E was above Class F. It didn't make sense why it wasn't worth their time going against them.

"Again, fair point," Noah conceded, "but think for a second. Duncan, take note of everyone who's here, if you would."

Duncan scanned the group before reporting, "Well, Princess, Pasty, Doris, the Wonder Twin, and the Smartmouth yourself. Wait a sec, where's Homeschool?"

"Huh," Noah mused, but dismissed it quickly, "We must have left him behind."

"Wow, what a great class rep," Duncan scoffed at that remark.

"Gosh!" Harold exclaimed, "Shouldn't someone go look for him?"

"Nah," was the punk's reply to that.

"Hey!" Katie exclaimed, "Like, that isn't fair to Zeke!"

Courtney arched an eyebrow when Gwen groaned and complained, "Well, we're obviously screwed over."

Katie almost decided to try and add some optimism to balance out Gwen's pessimism, but Noah cleared his throat before she could say anything.

"Even with Courtney, Class E's representative is Eva," he explained, "She would have picked a purely physical challenge and we would've been screwed. Since our ultimate target is Class A, it's meaningless to waste our time. I'm not wrong, right?"

"If that's the case, then we should be able to plow through Class D in the challenge with no problem, right?" Gwen had figured out where Noah was going with this.

"Woah, wait a second," Duncan interrupted, "Shouldn't we be going against Class A from the beginning, egghead?"

Noah shook his head and explained, "Of course not, you oaf. This is our first challenge." A smirk crossed his face as he continued, "Besides, don't you guys want to put on a show and grab everyone's attention? It's all in the plan to take down Class A in the long run."

"Yeah, excuse me," Courtney spoke up, "We already know what the challenge is. We know for sure that Justin Shores picked it, so he must have an upper hand, right?"

"In other words, all this's gonna go down the crapper if we fail here," Duncan added.

For once, Noah actually laughed out loud.

And for once, he actually gave a completely sincere sounding sentence.

"Oh, we're definitely going to beat them."

Win against Class D? It was a strange feeling, but in an odd way, it definitely felt like the only way Noah could give encouragement. Even though overall the situation looked hopeless, there was still a chance that the group could succeed after all.

"Yes!" Harold exclaimed, "This is exactly the chance to show everyone my skills!"

"Like, definitely!" Katie added, standing up and hopping on one foot excitedly before giving out an extremely enthusiastic, "EEEEEEEEE!"

"Okay, okay, we've got this," Gwen covered her ears and glared at the tanned girl, "Now can you _please _stop squealing?"

"Alright," Courtney nodded, "Time to show Class D what we've got! And then, Class A, of course!"

Defeat Class A. It sounded crazy to Duncan. That this ragtag group of misfits could become the top of the food chain. This did nothing but make him more excited. A slasher grin crossed his face as he rose a rock gesture with his fingers to the air with as much enthusiasm as he was willing to give.

It was then that they decided. Since they were all stuck in the same class together, it was in all of their best interests to try and work for a common goal.

"Alright," Noah spoke once the commotion died down, "Let me explain my strategy then—"

"Am I late, eh?" Ezekiel asked, running on the roof's surface before slipping and falling on his stomach next to Harold.

This would be a long day.

* * *

There was a building made specifically for challenges at Wawanakwa Academy. It was known as the not-so brilliantly named Wawanakwa Arena. On one side was the seven participants from Class F, while on the other side was the seven participating students from Class D, with the handsome Justin Shores leading the pack. In the middle, standing on a podium, was the principal of Wawanakwa Academy, Blaineley O'Halloran. Television cameras were planted throughout the arena, and as soon as the principal knew they were rolling, she flashed a flirty smile to the cameras and began her introduction.

That's right. These sadistic challenges were being broadcast all across Canada.

"Welcome to the first official challenge of the year!" she announced, "I'm the gorgeous and talented Principal O'Halloran. Today, Class F, headed by Noah Intan, will be facing off against Class D who's being led by Justin Shores!"

Duncan studied the faces of Class D. Aside from Justin Shores, LeShawna Johnson, and the famous Dakota Milton, he didn't recognize anyone else he knew from that class. It seemed like a piece of cake, in his honest opinion.

He still wondered why Dakota Milton even went to this school when she could have her father take her to any school in the world.

"The rules of the game's simple," the principal continued, "Every single person on each seven-man team will be given a laser gun and a belt with the number one-hundred on it. The idea of the challenge is to zap someone enough to knock their number down to we have a couple of… Quirks for it. First up, once you're hit by a laser, you will receive a non-lethal shock of electricity!"

Most of Class F's participants's morale dropped then and there. Noah looked scared out of his wits about the pain, Courtney seemed completely flabbergasted by the idea of putting students in danger, Gwen seemed more mopey than usual at the news, Katie was turning white as a sheet, and Harold's audible gulp almost resounded throughout the entire arena. Duncan was the only one who remained neutral at this. After all, he had experienced worse in juvie.

Even Class D didn't seem that happy about that, except for Justin who had a smug grin on his perfect face.

"Um, Justin?" Dakota asked the Class D rep, "Are you sure about this?"

"Positive," Justin didn't even look back at Dakota, focusing his eyes on Noah instead.

Everyone knew that Justin and Noah hated each other since Freshman year. Some even said that their rivalry went farther back than that. Gwen even assumed that this was probably why Noah wanted to skip Class E in general; to personally go against Justin in a challenge.

"The second quirk is," a haughty laugh escaped the principal's red lips, "if you are eliminated from the challenge, you will have to take a remedial class with Mr. Hatchet for the rest of the day. In fact, I'll make that a pre-requisite for every challenge. How fun is that?"

Everyone, Duncan and Justin included, looked absolutely mortified at that thought. Mr. Hatchet was scary on his own, but his idea of remedial classes was downright horrifying.

Before anyone could object, however, each participant was given their laser gun and belt. Two doors inside the arena opened, showing nothing but pitch black darkness within their corridors.

"Alright, students!" Principal O'Halloran exclaimed, putting a hand on her hip, "Let the challenge begin!"

At this, Ezekiel rose a finger to the sky and asked, "Uh, can I get a rain check, eh?"

* * *

**Next time: **The challenge among classes F and D begins, with _shocking _results.


	5. Rise to the Challenge

**Disclaimer: **Don't own.

* * *

**Arc I.**

**Chapter four: **Rise to the Challenge

* * *

The voice of Mr. Josh Victors, drama teacher and challenge announcer at Wawanakwa Academy boomed, "Katie Peters has taken out Colin Matthews from the competition!"

The anguished screams of the Class D student, as electricity coursed through his body, signaling that he was indeed out.

Gwen and Duncan had decided to work together in the challenge as they traversed through the dark, laser guns in an offensive position just in case they ran into any Class D students.

"Pasty, you hear that?" Duncan asked in reference to the anguished screams.

"Yeah," the goth nodded and pursed her lips, "I don't want to even know how badly it hurts to be hit by one of these things."

Duncan silently agreed. Not only would they be filled with electricity, but if their points dropped to zero, Mr. Hatchet would come in and whisk them off to remedial class for the rest of the afternoon. In fact, he could still hear Colin and the brute conversing as the student was dragged out of the arena.

"Maggot, come with me to remedial class!" Hatchet's voice bellowed.

"M-Mr. Hatchet?" Colin's voice could be heard, "N-no! I don't want to go remedial class!"

"Shut up, puny!" the man snapped back, "Everyone will get to be lectured by _me _until the challenge ends. And I ain't too sure when this is gonna end, so it looks like I got just enough time to lecture you, soldier."

"Please let me go!" the boy begged, "I don't want to be tortured!"

"Torture?" Hatchet asked before letting out a round of sinister laughter, "It's just a… _physical _lecture. When it's over, you're gonna be the best soldier this school's ever seen!"

"N-no! Someone help me! _Noooooo!" _The sound of a door closing signaled that Colin had finally been taken to his fate.

Duncan frowned. This definitely wasn't something that Noah said would happen. And as far as he could understand, this was the punishment of every loser in every challenge.

"Gwen, I don't like Hatchet at all as is," the punk began but the goth cut him off.

"Don't tell me you're chickening out?" a teasing smile crossed her painted blue lips.

Duncan scowled, "Of course not!"

"That's what I thought," her amused smile didn't falter as she continued to walk in the dark. Duncan grumbled something under his breath that Gwen couldn't hear, but the goth decided to turn around to face the delinquent, almost bumping into him in the process.

"I have an idea."

Duncan arched his unibrow, "Really? And that is?"

"Let's find Katie," she explained, "Katie's a whiz at physical challenges, and just in case we get out-numbered, we'll have someone to back us up."

That sounded like a good idea. Gwen was relatively good at physical activity, and so was Duncan. With Katie working with them, it could easily turn the tides of the battle, even though it was going against Noah's strategy.

Josh's voice bellowed again, "LeShawna Johnson has taken out Harold McGrady from the competition!"

"How unsurprising," Duncan snorted.

Gwen shook her head and explained, "Think about it. Harold and LeShawna are exes. Obviously, LeShawna wouldn't have held back, right?"

That made sense.

"Eh, yeah," the punk conceded, "Shall we keep going?"

"After you, piercing boy," Gwen laughed, but took the lead regardless.

* * *

A few minutes passed as the two walked in complete silence and complete darkness. With ten others still running around the dark maze, it was surprising that they hadn't seen anyone yet.

"Freeze!"

Three Class D students that neither Duncan or Gwen recognized pointed their laser guns at Duncan and Gwen. The two rebels gave each other a wide eyed look before Gwen exclaimed:

"Evasive maneuvers!"

Which translated out to, "Retreat!"

As the two was now running, being fired upon by electric lasers, Gwen said, "Well, great. Now what're we gonna do?"

"I guess find—Yeow!" Duncan yelped as he got shot by a laser and his number got reduced to 85, "—we'll find the squealer."

"And she's where?"

Thud! Gwen got her question answered, as the two ran smack into the pig-tailed girl.

"Like, ow," the girl rubbed her head, "Can we not do that again?"

"Yeah, yeah, now help us—" Duncan stopped when he noticed that Katie's points had been reduced down to ten, "Uh, how the hell are you that low?!"

"I ran into Justin and…" Katie trailed off into nervous giggling, a blush spreading across her tanned cheeks.

"Fantastic," Gwen sighed, before remembering, "Uh, we can't stay here. We have three people on our trails."

The three stumbled to their feet as Katie asked, "Well, I'm pretty much useless. How about you two, like, head on out? I'll stall em, okay?"

"You don't gotta tell us twice," Duncan replied, nodding and heading off, Gwen running right behind him.

Katie turned and glared down the three Class D members, raising her laser gun and pointing it at them, before exclaiming, "Like, you shall not pass!"

* * *

The results of Katie's last stand were almost rapid-fire.

"Victoria Daniels of Class D has been taken out by Katie Peters!" Josh's voice boomed, "Oh, wait; now Katie Peters has been taken out by Victoria's twin brother, Billy Daniels!"

"Woah," Gwen was surprised, as the two continued to run through the corridors, "I didn't expect her to take someone out with only ten points left."

"Yeah," Duncan was honestly impressed, "Girl's got game."

"Who's got game, white boy?"

The two stopped in their tracks to see none other than LeShawna Johnson standing in front of them, laser gun pointed towards them.

"Great," Duncan soured, "I was hoping I didn't have to face you."

LeShawna was a best friend to Gwen and Trent, and just like Trent, believed Duncan had to do with the two breaking up. It didn't help that Duncan and LeShawna didn't have the happiest of attitudes towards each other to begin with.

"Okay, Gwen," Duncan turned to his best friend, "I'm leaving this to you and heading on."

"Woah, wait a second," Gwen argued, glaring at Duncan, "Shouldn't it be, 'Leave this to me, you better go now?'"

"Yeah, no," he scoffed, "LeShawna hates me and likes you. I ain't getting my ass kicked and knocked out this early."

"My hero," was her sarcastic reply.

"Oh no you ain't!" LeShawna yelled at Duncan, "If I'm fightin' my girl Gwen, I'm fightin' you right afterwards!" She was blocking the path forward, so she wasn't wrong.

"And if I decide to help out too?" Duncan snorted, "This ain't chivalry."

"You know good and well that I'll just wipe your points to zero in an instant, bad boy."

LeShawna, while she wasn't a good dancer, was a dancer regardless. It would be hard to land a hit on her, not less land a hit on her _and _dodge her hits as well. If Gwen couldn't take her out, he knew they would both be done as dinner.

"Alright, girl," LeShawna gave a competitive yet friendly look to her best friend, "You ready to rock?"

Gwen gave the same look back, "Just because you're one of my best friends doesn't mean I'm holding back. But I'm sorry in advance."

"Right back at you, girl," she nodded, pointing her laser gun up at Gwen.

Gwen did the same, and before Duncan could even blink, the two began to fire. Gwen hit first, knocking LeShawna down to 85, but that was the only hit she was able to land on the other girl. LeShawna's spastic dancing moves caused every other shot Gwen to fire to miss completely.

LeShawna, however, landed every shot she fired and Gwen's score quickly reduced itself to zero. Duncan would have stepped in, but he knew he would have been screwed either way. He gave an apologetic look to the extremely sore goth with the frizzed hair who gave a weak grin back.

"Sorry, girl," LeShawna frowned.

Before Gwen could reply to either one of them, Josh's voice boomed out, "Gwen Addams has been eliminated by LeShawna Johnson! This brings Class F down to four players left, while Class D has five players left! That _was _a nice cat fight though!"

"Gwen!" Mr. Hatchet appeared out of seemingly nowhere and grabbed the girl by the wrist, "To the remedial classroom!"

"I knew I'd be heading to hell," Gwen complained, "but not like this." Another course of residual electricity coursed through her veins making her yelp as she was being dragged out of the arena.

LeShawna's look of sadness for her friend changed to annoyance as she turned to look at Duncan.

"Wow, I can't believe you actually let me go against her like that."

"Hey, you were the one that gave her shock therapy," was Duncan's reply.

"Ugh," she grunted, aiming her laser gun for Duncan, "I'm about to give _you _some shock therapy!"

A smirk crossed Duncan's face. If he was going down, he wasn't going down without a fight. He struck a battle position and pointed his gun back at LeShawna.

Suddenly, multiple electric shocks zapped through LeShawna's veins and her number dropped down to zero.

And that definitely wasn't Duncan's doing.

Behind LeShawna, now on her knees from the surprise shock, was Duncan's savior. None other than Ezekiel.

"Aw yeah, playa!" he exclaimed, "That's how you rock it, yo!"

Josh's voice sounded a little confused this time, "Uh. It seems that Ezekiel Vincent just took out LeShawna Johnson, tying up the game!"

"H-how did—"

LeShawna was interrupted as Mr. Hatchet stomped back into the arena, grabbed LeShawna by the shoulder, and dragged her back to the remedial room where he took Gwen. Ezekiel gave a triumphant grin to Duncan, who seemed baffled by the thought.

"Impressed, eh?"

"You caught her off guard," Duncan snorted, "I coulda taken care of her on my own."

"_Suuure _you could," Ezekiel teased, before running past Duncan, "I'll see you later, yo!"

"Woah woah, homeschool," Duncan grabbed him by the hood of his hoodie, "Where you goin'?"

"To report back to Noah, eh."

"Wait a second," Duncan narrowed his eyes, "Where _is _Noah?"

"He's hiding out until the challenge ends—"

"Yeah, that's what I thought, I think I'll go with—"

Ezekiel slipped out of his hoodie revealing a white wifebeater shirt underneath, now running for his life to get where Noah was. Duncan threw the hoodie to the ground and growled. He should have known that Noah wasn't going to do anything but be lazy. They definitely did have the worst leader of all time.

* * *

"Your plan worked, eh!" Ezekiel stopped in front of Noah and Courtney, who were sitting in a far corner of the maze.

"I heard," the bookworm replied, smirking, "Just as planned."

"But Duncan knows you're hiding out."

"I don't really care," he honestly stated, "Except for when it turns out to be Harold, he's nothing but all bark and no bite."

"By the way, Zeke," Courtney spoke up, "You came at just the right time."

"Yeah, eh?"

"We need you to make sure Class D doesn't find me or Noah," she explained, "Not until our strategy's ready. You know, round them all up into one area."

"I guess," Ezekiel scratched the back of his toque, "but won't they notice something's going off and decide to blast me?"

Noah shrugged, "That's a risk we're willing to take."

"Uhh…"

"Just do it," Courtney ordered, "Trust us. You'll be okay. You won't get shocked _or _be sent to remedial class."

"Are you sure?"

The CIT and bookworm spoke in unison, "Positive."

Ezekiel felt a new burst of confidence, puffed out his chest and saluted, "Yes, sirs!" With that, he ran off to put a new plan into action.

A few awkward seconds passed before Courtney asked, "He's screwed, isn't he?"

Noah didn't falter, "Oh yeah, totally."

* * *

Duncan opened fire against two of the Class D members, screaming a battle cry as he fired away. He yelped in pain as he got hit by a shot or two, but cackled as they yelped even louder. He had this in the bag.

At least that's what he thought.

Ezekiel came running onto the scene, screaming his head off, knocking Duncan and the two Class D members into a bundle.

"Uh, Homeschool, what the hell was that for?!"

Ezekiel stood outside of the pile, whistling innocently, before throwing a spare laser gun to Duncan.

Ezekiel Vincent of all people had made that ploy to secretly snatch both of the Class D combatants' laser guns. Two similarly sinister grins crossed Ezekiel and Duncan's faces as they aimed their laser guns at the two downed enemies.

Screams filled the corridors of the arena, as electric surges blasted the two members. It wasn't long before Chef Hatchet stomped in and grabbed the two losers and dragged them outside of the arena.

"Duncan and Ezekiel have taken down Billy and Madison!" he announced, "It's now Duncan, Ezekiel, Noah, and Courtney VS. Justin and Dakota!"

"Huh," Duncan mused, smirking at the shorter teen, "I'm impressed, Homeschool."

"All in a day's work, eh," Ezekiel replied, grinning, twirling one of the laser guns on a finger. Unfortunately, his finger pressed against the trigger, blasting himself with a harsh shock to the face, dropping his score to zero.

"Uh," Josh spoke again, "It seems like Ezekiel knocked himself out!"

Duncan smacked his forehead in irritation as Ezekiel was forced out of the arena. He should have known that it was too good to be true.

He looked down at his own score on his belt and noticed that it had fifteen points left. One more good shot and he would be knocked out, leaving Noah and Courtney to finish the job on their own. He almost thought that hiding out like Noah was doing would be the right thing to do.

"Oh, hi there!"

Duncan froze. A cheery voice called from behind him. He slowly turned around to notice Dakota Milton staring him down, her laser gun aimed towards his head.

"Oh, come on."

"Hello, television viewing audience!" she waved at the cameras with her other hand, "As you guys know, my name is Dakota Milton, daughter of the famous—Ow!"

Duncan took this chance to take a shot at her. She growled and narrowed her eyes, warning, "_No one _interrupts Dakota Milton and gets away with it. I mean, come on, that could have been my chance to get on a reality show or something—Ow!"

She yelped again, this time from a shock from behind her. She turned her head to find out who her assailant was.

It was none other than Noah Intan.

"Bout time you stopped being lazy, dweeb," was Duncan's scornful comment.

"Just get out of here and find the Anti-Me."

"Why?"

"Ow!" Dakota yelped again, as she took another zap to the calf.

"Because you're the only one who can win this challenge," Noah's voice seemed a little off, "Now go, won't you?"

Duncan nodded and took this chance to run off and find Justin and win the challenge. Besides, Noah could take care of Dakota, right?

* * *

**Next time: **The ending to the challenge! Who will win? The underdogs of Class D or the bottom of the barrel called Class F?


	6. Negotiations

**Disclaimer: **If I owned Total Drama, I'd be pretty well to do money-wise. Alas, I don't. I think you guys know that by now, so after this chapter, I may drop the disclaimer altogether.

* * *

**Arc I.**

**Chapter Five: **Negotiations

* * *

"Noah Intan of Class F has been defeated by Dakota Milton of Class D!"

Duncan swore loudly. He knew he shouldn't have left Noah to take care of Dakota. It was now all up to him and Courtney to make sure they won and got Class D's classroom equipment. It didn't help though that he had no idea where Courtney even was.

Justin, however, wasn't hard to find at all. Duncan stopped in front of the smugly grinning Class D rep and pointed his gun at the model's chest.

"Oh, hey," he spoke non-chalantly, drawing his own laser gun and pointing it back at Duncan, "A _pleasure _meeting you here."

"Yeah yeah yeah," Duncan snapped, "Just prepare your ass to be shocked, because I'm ready to end this."

"Oh?" Justin arched one of his perfect eyebrows, "Even if you were to defeat me, if you get hit once, you're out. Not to mention, Dakota's still competing."

"Then Courtney'll take you out."

"My old ex? No, I bet my charms still work fine on her."

Duncan stared at Justin like he had grown a third head, before finally popping the question, "Woah woah, wait a second. Ex?"

"Duh," Justin laughed, "Courtney and I went out during sophomore year. I thought _everyone _knew that."

"Woah, she must not have had any standards."

Justin narrowed his eyes. Duncan also narrowed his. Before either could open fire on the other, a familiar voice came from behind Duncan.

"Yay! Now we won't have to have crappy Class F equipment!"

Duncan groaned, as he heard Dakota click her laser gun from behind him.

_Wait a second._

The number he saw on Dakota's belt from the corner of his eye just had to be a joke. She only needed one more hit to be knocked out of the competition. Noah actually whittled her down to the best of his ability. Deciding for once to not let the Class Rep's sacrifice go to vein, he spun around on his heels and fired a laser right onto the hand that was holding her laser gun, giving her a nice shock.

Only to receive a shock in his back from Justin for his troubles.

As both players collapsed to the floor, Josh's voice announced, "Duncan and Dakota are out of the competition! All that's left is Justin from Class D and Courtney from Class F!"

The last thing that Duncan could hear as he was dragged out of the arena with Dakota by Mr. Hatchet was Justin's smug laugh.

"Stuck up douche."

* * *

It took Justin a good five minutes to find Courtney, who was sitting in a corner of the arena with a PDA in her hands. She looked up at her ex-boyfriend and feigned a smile, her voice having a venomous twinge:

"Oh, hi, Justin."

"Hey there," was his nonchalant reply, "What irony to see you here!"

"I think you don't know what the word irony means."

Justin frowned for a millisecond before transitioning back into the sparkling girl that could drive any girl, and Owen Landsdown from Class C, wild. Grabbing ahold of his green shirt, he ripped it off, exposing the best chiseled body only a test tube baby could receive. Courtney's eyes widened, as she stood up to her feet.

"Well then," Justin chuckled, "Here's the thing. I don't know about you, but I definitely miss you."

Courtney just nodded slowly.

"So how about you come over here and give me a hug? We'll pretend our little break up didn't even happen."

She nodded again, as if in a trance, and began to walk over to him. A sinister glimmer sparked in his eyes as she outstretched her arms towards him; him doing the very same thing toward her.

A hug wasn't what he received.

An electric shock to the stomach was what he received.

He bent over, wailing in pain, "My precious abs!"

"Yeah, no," Courtney seemed more than a little annoyed, "I'm totally over you. Wanna know why?"

She shocked his back, making him yelp, not even letting him answer, continuing, "Because ladies aren't play things. _Especially _me. That's why we broke up to begin with, remember?"

A shock to his neck.

"Noah and I had this planned from the start," she explained as he howled in pain, "He knew you'd be hiding until you knew only me and someone else remained. When you learned it was Duncan, you leapt out at him and took him out when he had already been ambushed multiple times. The thing was though, instead of thinking Noah would do the same thing, the two of us came to an understanding that you were a mutual enemy. So he so nicely decided to take one for the team to let me take you out."

Courtney then pointed her laser gun to a certain point on Justin's body and he widened his eyes, pleading:

"No! Please! Not the face—Yeow!"

* * *

The next morning, it was made official to the entire school. Class D had officially lost to Class F, but only barely. Class F collectively sung the praises of Courtney and Noah's plan, however simple it was in the long run. Most importantly, they were just happy to know that they would be taking Class D's class equipment and no longer would have to use the awful Class F equipment.

Duncan, however, wasn't that impressed with Class F constantly praising their class rep over this. Courtney he could get over, but Noah didn't do anything aside from help make the plan and take out Dakota. In the end, Duncan, Katie, and Courtney did most of the work. Yet ever since he saw the bookworm arrive at school, he was shaking the hands of every Class F student like he was the Prime Minister or something.

As the seven faces of Class F waited in Class D's currently empty classroom to talk about the equipment switch with Class D, Duncan finally had enough of Noah's confident smirk and decided to confront him in his own way.

Noah arched a brow at the extended hand of the delinquent, "Uh, and what am I supposed to do with _that_?"

"Shake it."

"Uh, no," he declined, "I don't want my wrist broken."

"Oh come on, _rep_," a wicked grin trickled across Duncan's lips, "Don't leave me hangin'."

"You guys," Gwen scolded them, "It's bad enough that we had to wake up an hour earlier to get to school today to make the negotiations. Would you two _please _not act like four year olds?"

"Besides," Katie added, "We won, didn't we? We should be totes celebrating!"

"Yeah!" Harold nodded, beaming, "We're finally moving on up in the world!"

Ezekiel nodded, grinning, "And all the electric shocks that coursed my body finally stopped at like two in the morning, eh!"

Noah and Duncan gave each other a glare before returning to ease. Neither wanted to argue with the other right now, as with how stubborn both were, it would have either ended up with Noah in a full body cast or Duncan expelled.

It was then that the door opened and the seven faces of Class D made their way into the near-empty classroom.

Courtney wrinkled her nose and reminded, "You guys are late."

Justin shirked at the sound of Courtney's voice and rubbed his face, "That challenge wasn't even fair. You guys have a Class A player."

"Like I want to be in this class?" she asked, rolling her eyes, but looking back at her classmates and grinning regardless, "But while I'm here, I might as well enjoy rising to the top with them, I guess."

"Tsk," Justin wasn't amused in the least, "Fine then. I'll hand over the Class D room just like the rules said."

"Woah, wait a second," Dakota butted in, "I thought it was just the equipment?"

Justin sighed, lamenting, "No. Apparently, that was a rule that the principal wanted to keep a secret. If you lose, you have to switch entire classrooms with the winning class."

Class F brightened at that. Not only would they have good desks and equipment. This was a perfect opportunity. They might not even have to go against Class A at all.

"Nah," Noah declined, "There's no need for that."

Duncan looked like he wanted to pound Noah to smithereens, all the color drained from Courtney's face, Katie let out an audible gasp, Gwen scrunched up her nose in confusion, Ezekiel widened his eyes in surprise, and Harold picked his nose before letting out a gasp that rivaled Katie's.

"Wait," Justin paused, "What?"

"Anti-Me, I never planned to get to get your classroom from the beginning."

"Uh, excuse me, dweeb," Duncan cut in, "You aren't just turning it down after being shocked to death and having to be with Chef all afternoon, _right_?"

"You're all forgetting something," he explained, "Our final goal's defeating Class A."

"Well, yeah," Gwen stated, arching a brow, "But why did we even do this if we weren't going to get anything out of it?"

"Maybe Noah's actually working undercover for Class A," Harold suggested, "Maybe he's a spy from 'the man' getting ready to bring us all down from the inside!"

Katie gasped, "Noah wouldn't do that! …Would he?"

Gwen shrugged, "Honestly, it wouldn't surprise me all that much."

Noah ignored them all and repeated to Justin, "Like I said, Anti-Me. I don't plan to take away any of your facilities. This cool?"

Justin flashed a smile, "Yeah, perf—"

"On one condition."

Justin's smile dropped, "Okay, let's hear it."

"Don't worry, it has nothing to do with you," Noah explained, "When I give you the signal, I want you to break that thing outside the window. That's it."

Noah's finger was pointing at the external section of the air conditioner outside the window. However, that machine didn't belong to Class D. Class D's facilities were just normal things that you could find in a slightly poorer high school, which didn't include anything like air conditioners. It was there because there was no space in its owner's class, so it was placed outside Class D's classroom.

Dakota titled her head and asked, "The outside part of Class B's air conditioner?"

"Yeah," he confirmed, "You guys might be scolded by a teacher, but isn't that better than getting our crappy classroom?"

"Okay, turkey," LeShawna put her hands on her hips, "Why are you wanting to do that?"

"That's a good question, actually," Gwen spoke up, not really getting where this was going.

"It's related to our tactics against Class B."

In so many words, Noah had just revealed who their next target would be. Justin rubbed his chin for a minute before a lightbulb went off in his head. Alejandro was the class rep of Class B and was the only person other than Noah that he completely loathed in the school. This actually would be a win-win situation for both classes.

"Well then," Justin beamed, turning to leave, "I shall _gratefully _take your offer. Hope you can end up defeating Class A in the end."

Noah scoffed and smirked, "Yeah, just say what you mean."

Justin laughed scornfully, "Right. Class F will never win against Class A. Just wishful thinking." With that, he snapped his fingers and ordered the other six Class D members to follow him out.

Once the seven had left, Noah turned to the others and said, "Good job, everyone. Head to class, would you? We wouldn't want to see the sadistic side of McLean, now would we?"

"Like he could do anything to us," Harold boasted, "I'll just use the skills I used at Kung-Fu Steve's Karate Kamp on him."

"The same skills you used when you were the first eliminated yesterday?" Katie asked, giggling.

"Gosh! LeShawna just took me off guard!"

"Come on, you two," Gwen couldn't help but laugh as she pushed Harold and Katie out of the classroom, Ezekiel running behind all three of them yelling, "Hey, don't ya guys wanna hear about how I saved the day yesterday, eh?"

Duncan was about to turn back to Noah and ask what he actually had in mind about sabotaging Class B's room, but Courtney tapped Noah on the shoulder first.

"Noah."

"Mm?"

"Princess, you sure have been hanging out with the egghead a lot," Duncan mentioned, raising an eyebrow.

"I have something to ask him," she explained, "So, if you would."

Duncan shrugged, giving a seemingly non-chalant, "Yeah, whatever," as he left the room. Probably even something that he scorned himself about, he stayed outside of the classroom however and tried his best to listen into their conversation.

"Oh?" he could hear Courtney's voice, "Why would Duncan say that?"

Okay, he obviously had missed a step in hearing this conversation.

"Come to think about it," Noah replied, "it might have to do with the placement test. Maybe it's related."

Duncan scowled. Had Noah been prying in his life again? After all, it sure did seem that Noah knew exactly why both Courtney and Duncan were in Class F.

"Placement test?" Courtney asked, before pausing and speaking in an uncharacteristically quieter voice, "Yeah, that's right."

Duncan was about to take this chance to head out to Class F but Noah's voice stopped him in his tracks.

"You gonna walk with us back to Class F?" he didn't seem bothered in the least that Duncan was not-so-subtly listening in.

"Whatever," was Duncan's reply, "You done talking with the princess?"

"All done," Noah nodded, "You could say her resolve is stronger now."

Courtney frowned and glared at Noah, "Uh, excuse me. I have more resolve than everyone in this class put together."

"I don't know," Noah mused, "Gwen's a tough cookie. Katie too. Not to mention pierced lip over here."

"Are we headin' to class or not?" Duncan snorted, "Because I got a lot of nappin' to do in class."

"I'll meet you two there," Courtney nodded, "I've got something to take care of first."

"Which is Type A talk for using the bathroom," Noah snarked, which earned him a well-deserved smack to the back of the head, "Ow! Okay, new class rule. No physical damage to the class rep, okay?"

As Duncan and Noah walked off to class and Courtney walked off in a different direction, Duncan replied to the class rep, "Yeah, right. You do know that we're all waiting in line to hand your ass to you, right?"

However one thing still bugged Duncan. If Noah knew exactly why Courtney was in Class F, and it wasn't _just _because she was sick, that had to mean that he knew why Duncan was in Class F too. Something about the things the Class F rep knew unnerved him a little bit. He actually seemed like a legitimate threat if he played his cards right.

In other words, Class F definitely did have more than Duncan and Courtney as forces to be reckoned with. It was obvious that every one of the seven participants for Class F were going to show their true strengths by the end of this school year.

* * *

**Next time: **The beginning of a couple of breather chapters, as we see what it's like when Class F _isn't _participating in a challenge.


	7. Bonding, Actually

**Arc I.**

**Chapter Six: **Bonding, Actually

* * *

The dull school day passed on with not another mention of the Class F and Class D fiasco. It wasn't until Duncan Flynn had decided to do something that he never did before that it was mentioned again.

He walked home with Noah Intan.

"Is there a reason you're following me?" Noah asked, after several minutes of silence.

"Yep."

"And that is?"

"Was it really freaking necessary to fight Class D?" he asked, "I mean, I'm all for school vandalism, but wasn't there another way to break the air conditioner?"

"Are our houses in the same direction or something?" the bookworm ignored the punk.

While yes, they were, Duncan rolled his eyes and demanded, "Just answer me, pipsqueak."

"There's a lot of reasons," Noah explained, "Number one, I wanted us to get used to doing challenges. There's also putting pressure on the other classes."

"I guess that makes sense," he scratched the back of his head, "But why didn't we take Class D's stuff?"

"Because our final target is Class A, mosshead," Noah scoffed, "If we take Class D's facilities, some of our class would be satisfied with just that and start to go against trying at all. To avoid that and to maintain the energy everyone has due to dissatisfaction, I purposely made that decision."

Surprisingly, the bookworm thought a lot. After listening to him, Duncan couldn't imagine him as a person with bad test scores. It was obvious that he definitely was the same prodigy everyone talked about.

"And you really think we can win against Class A?"

"Come on, Duncan," Noah didn't even face the other Class F student, "You know we've got this."

"You're acting like you had the idea to begin with," Duncan spat, "It's my fault we got in this crap to begin with."

"Not really," he shrugged, "Besides, I came to this school _for _the challenges and class rankings. I want to change it, I guess."

He unintentionally looked into the distance. Now that he was in Class F, his past glory about being a prodigy was long gone. Although Class F were honestly the bottom of the barrel, if they won against class A, it would prove that the "losers" in the world could also stand on top. That's what he wanted to prove.

"We have the same goal, Duncan," he spoke again, "Maybe not for the same reasons, but we would both get something out of working together, wouldn't we?"

Duncan snorted. Working together with a geek was definitely not on his agenda. Now working with Gwen wasn't a problem; and although he hated to admit it, he'd work with Courtney in a heartbeat as well. Some past problems with Katie probably wouldn't help much, and he just didn't want to work with Ezekiel, Harold, or Noah.

But at least from what he saw in the challenge, Ezekiel and Noah had potential.

"So?" Noah spoke up again, "Truce?"

Duncan grunted, about to answer, before he felt something light about his backpack.

"Damn it," he grunted, "I left my stuff at my desk."

"Didn't know you cared about your books."

"I don't," he corrected, "but my lighter's with my books."

"Please don't tell me you were going to burn your textbooks."

A snicker from Duncan answered Noah's question.

"Well, hurry back and get them."

"I thought we were having a conversation, dweeb," the punk replied, "You gonna wait for me?"

Noah shook his head, "Nah. Why should _I _wait for _you?_"

"And this is why a truce just ain't possible," Duncan snapped back, as he turned back to head back to the academy. He was so close to home too, but he knew that complaining definitely wasn't going to help.

* * *

Duncan expected the classroom to be completely empty. What he didn't expect was to see Courtney standing at her desk, if he could really call it that, with a pink letter and envelope in her hands. An amused smirk crossed his face as he darted across the room and snatched the letter out of her hands.

"Ooh, what's this, Princess?"

"Duncan?!" she widened her eyes before reaching for the parchment, "Would you give me that?"

"Yeah, no," he unfolded the piece of paper, "This looks like too much fun to skip out on."

Right as he started reading, she snatched the piece of paper out of his hand, scolding, "Hasn't anyone ever taught you that it's wrong to take other people's stuff?"

"That's what they kept telling me in juvie," he shrugged, "So, I'm guessing that it's not just a chain letter, huh?"

She rolled her eyes before asking, "Who writes chain letters anymore?"

"People on the internet."

She opened and closed her mouth before venomously replying, "Okay, you're right."

"So," he teased, "You gonna tell me what that piece of paper was? I already read a line that said the words, 'I like you.'"

Courtney flashed red, "It's none of your business to read my stuff, you ogre!"

Duncan instinctively protected his kiwis. He knew exactly how dangerous Courtney could get while mad, and he wanted to eventually have children someday.

She sighed, "Yes, it's a love letter."

"To you or from you?"

"From me."

"To me?" he winked.

She soured, giving a repulsed look, "Gross. Of course not."

"Then who?" he tried to hide the look of actual disappointment with a smug look.

"To a classmate," she explained, but an amused smile crossed her face as she continued, "However, I do have a friend who's _very _interested in you."

"It's not Trent again, is it?" Duncan paled.

"Nope," she shook her head, "Besides, Trent just plain old dislikes you, right? I'm not too sure about the details, but whenever she saw you and Noah arguing, she'd say, 'They'd look cute together.'"

Duncan paled further.

"Other things she says is, 'Duncan's obviously the bottom in the relationship,'" Courtney was having a little too much fun with this.

"You have bad taste in friends, toots," he commented, but shook his head, "At least give me a hint on who _you _like, Princess?"

"Quit calling me that," she warned, before tapping her lips, "He probably has a good… s—liver?"

They stood in silence for a while, before Duncan finally replied, "Isn't a liver a body part? What kind of kinky, messed up crap are you _into?"_

"That came out wrong," she corrected herself, "I mean, they probably have a good personality. Probably."

"And the personality is…?"

"It's hard to explain."

"Are you just purposely giving me annoying answers?" he scowled, "Because I don't care _that _much."

"Possibly," she couldn't help but laugh.

He snorted and headed towards the door, "Whatever. Good luck."

"What?"

"With the letter," he reaffirmed, "Good luck with that."

She looked incredibly confused with Duncan's reply, but actually gave a genuine smile and a sincere, "Thank you."

* * *

The next day was no more interesting than the last. Duncan was, as usual, the last to make it into the classroom; and Noah was, as usual, in Chris McLean's seat, waiting for the tardy teacher to show up.

"You were almost late," Noah's dry voice greeted the probationary student.

"Stuff it, egghead," Duncan warned, "Not all of us can be here long enough to act like king of the classroom."

Noah gave a disinterested grunt and turned a page of the book he was reading.

"By the way," Duncan spoke up again, "Anybody complain?"

"About?"

"About not getting Class D's stuff." They had put in so much effort and won the challenge, but in the end, they didn't take the enemy's facilities; it would be normal for some of the students to feel unhappy about it.

"Oh," he flipped another page of his book, "Gwen and I explained it to everyone. There's no problem."

"Exactly," Gwen walked up behind Duncan and smiled, "Not a problem in the least."

"Mornin', Pasty," Duncan greeted his best friend.

"I can understand not helping me against LeShawna in the challenge the other day," she teased, "but breaking the window and blaming me for it? Not cool, 'Punky Brewster.'"

"So that's why the window was broken this morning, eh!" Ezekiel chimed in, a metaphorical lightbulb going off in his head.

"Sorry, Gwen," Duncan apologized, "but it's better than nothin', right? We'll just use outside air to work as an air conditioner until we get Class A's room."

"You might want to say you're sorry to LeShawna," Gwen replied, "She was outside the window when you broke it and got blamed for it along with me."

"I'll apologize," he lied, "Eventually."

She laughed, "At the very least, I forgive you. Besides, you've got enough trouble to worry about today."

"Uh," he arched his unibrow, "Why?"

"Because I know for a fact that today's the big math test," she explained, "And I know very well that you didn't study. Have fun being stuck with Chef later this afternoon."

It was then that Duncan had the undying urge to slam his head against the wall repeatedly.

* * *

Duncan groaned, as his head laid face down on his "desk". Gwen didn't tell him that they had tests on four subjects. He hated tests, not alone a whole marathon of them.

"Um," Katie tapped him on the shoulder, "You look exhausted."

Duncan was a little surprised to see Katie actually initiating a conversation with him. After what happened in sophomore year, which both students vowed to never talk about, he assumed she'd never say a word to him.

"Yeah," Harold added, standing beside Katie, "Maybe if you actually studied you might not be so tired, Duncan."

Before Duncan could argue with Harold, Noah stepped in, adding, "How about we all get lunch today?"

"Sounds like a plan to me," Gwen walked over alongside the bookworm, "Mind if I come with?"

"Like, that'd be fantastic!" Katie beamed, squealing, "We'll all totes bond over this!"

Gwen grimaced, "It's just lunch, but sure. Why not?"

"Yes!" Harold cheered, pumping his fist in the air, "I mean, if we're going against Class B in a couple of days, we might as well get to know each other, right?"

"You coming along, Duncan?" Gwen asked, flashing a smile at the punk.

He raised his head off the table and smirked back, "Yeah, yeah, sounds like a plan."

"Perfect, eh!" Ezekiel joined in, "I never got to eat lunch with people before! Er, besides my mom that is."

"Ahem," a familiar voice cleared her throat as the group got ready to head to the cafeteria, "I think you guys are forgetting something."

"You wanna eat lunch with us?" Ezekiel offered.

"Well, yeah," she rolled her eyes, but smiled, "I promised you guys a couple days ago that I'd make you guys a lunch."

"Yes!" Harold exclaimed, "That sounds fantastic!"

"That okay with everyone?"

"Of course it's okay!" Katie reassured, "Right, guys?"

Noah shrugged, "Might as well be."

"Alright," Courtney showed something a few of the students didn't think existed. A sincerely happy smile. She was the one who made the lunch, but she seemed happier than the ones who were going to eat it.

"I'm actually surprised," Gwen mused, "I didn't expect you to actually go through with it."

Courtney glared at the goth, but before an argument could begin, Ezekiel interrupted with, "Hey, since we're eating together, how about we eat on the rooftop, yo!"

Everyone nodded in agreement. The rooftop was actually a nice place to discuss plans and just chill. Especially since not many of the other classes thought about using it.

"I'll meet you guys there," Noah said.

"Where you headed, nerdtron?" Duncan asked.

"Getting some treats," he almost muttered in embarrassment, "You know. As a treat to you guys for winning the challenge."

That was definitely something different. Not only was Courtney showing genuine affection for the group, but Noah was too? Surely the apocalypse was upon them.

"I'll go with you then," Gwen volunteered, "You can't carry so many drinks at the same time, right?"

"True," he nodded, "Thanks."

"Just don't make me carry them all, okay?"

"Sure, sure."

"Remember to save a share for us, guys," Gwen warned playfully.

"Unless you're too late of course," Harold replied, "I can't guarantee anything then."

"Yeah, I doubt we'll be late," Noah shrugged, "Let's go, Gwen."

Noah and Gwen took their wallets and left the classroom, heading for the vending machine down on the first floor, next to the cafeteria; while the others made their way up to the rooftop.

If only they knew how bad of a decision that truly was.

* * *

**Next time: **Lunch time goes awry, and it's not a fun time for anyone.


	8. The Last Lunch

**Arc I.**

**Chapter Seven: **The Last Lunch

* * *

The group had reached the rooftop, welcomed by a clear, cloudless sky. It was the perfect weather for eating on the roof. Duncan, Katie, Harold, and Ezekiel was more than a little excited to get free food, so they plopped down and was ready and willing. There was no one else on the rooftop, as if they had reserved it for themselves.

"I feel a breeze, eh!" Ezekiel announced, grinning.

Harold nodded, "I heard rain was going to blow in tonight. It makes sense for it to be breezy today."

Duncan lazily laid himself on the floor of the roof, enjoying the sunlight and the breeze that was blowing towards them. This couldn't get any more perfect.

"Now to just let you guys know," Courtney explained, "I don't fix food very often."

She opened the lid to her lunchbox, causing everyone except for Duncan to gasp in surprise. It looked so delicious. Sure, they just seemed to be finger sandwiches, but each one looked delicately prepared.

"Can we start without Gwen and Noah, eh?!" Ezekiel's excitement was increasing by leaps and bounds.

A munch was heard, and everyone turned to face Harold, who had smoothly snatched one of the finger sandwiches in his mouth…

…and promptly collapsed onto his back.

Ezekiel's eyes almost popped out of his skull. Duncan and Katie looked at each other in bewilderment, before Duncan burst out into laughter.

"Uh," Courtney nudged the geek, "Are you alive?"

Harold suddenly sat back up, faced Courtney, and raised his thumb. He probably was trying to say it was delicious.

"Geez, don't be so weird," she scoffed, "If you like it, you don't have to be so dramatic about it." Despite her words, she was honestly happy to hear that.

Duncan, Ezekiel, and Katie, however, couldn't help but notice Harold's trembling hand. He looked like a boxer who was about to get knocked out.

"Well, come on, guys," Courtney urged, "You guys gonna eat it or not?"

When she put it that way, it seemed like they couldn't refuse at all. Even Duncan had a feeling that he should eat all of it, no matter Harold's response. Even then, none of them could forget Harold's empty looking eyes and shaking body.

"Katie," Duncan whispered, "What do you think?"

Katie almost didn't answer. She sputtered for a second, before deciding that Duncan would be an ally in this situation. She dropped her whisper to a volume that Courtney couldn't hear, put on a smiling façade and replied:

"No matter how I look at it, that totally wasn't faked."

"Well, we're screwed."

"Um," she whispered, "do you have a strong stomach?"

"Yeah, about that," he replied quietly, "I'm kinda used to bad food. I mean I was in juvie and all, but I haven't been to juvie since middle school. I lost my desensitization."

"Why are you two whispering?" Courtney demanded, crossing her arms over her chest.

"Why do you care, Princess?" Duncan started, but was interrupted by Katie.

"We're just debating over who gets to try your yummy food first!" she reassured, before whispering back to Duncan, "I don't get it. I was in cooking class with her in freshman year. She wasn't that bad. Leave it to me."

"Do you even have a strong stomach?" the punk whispered back.

"Yeah," she replied, "I might not look like it, but even a sprouted potato won't harm me."

"…A sprouted potato?"

"Just, like, trust me."

Ezekiel, amidst this entire thing, stayed completely quiet and seemed to be turning paler by the minute. He definitely wasn't going to take one for the team. Before anyone could do anything, Noah arrived on the rooftop.

"Where's Gwen?" Courtney asked, curiously.

Before Noah answered, he reached for one of the finger sandwiches with his free hand and took a bite. Right then, he dropped every single can out of his other hand and began coughing immediately.

"Woah," Gwen who was behind him, patted him on the back, "Don't eat so fast, brainiac. You wanna choke to death?"

There was no mistake about it. Courtney was good at a lot of things. Preparing sandwiches definitely wasn't one of them. At further inspection, Duncan and Katie couldn't even tell what she had used on them. It was then that Noah shot Duncan a look that asked, "Did you poison the food?!"

All the delinquent could do was shaking the head. Even he was getting a little worried.

"Uh, I just got a stomach cramp," Noah lied, "This is all Gwen's fault for making me carry most of the cans."

"Excuse me?" Gwen narrowed her eyes, "_You _were originally going to make me carry all the cans. Besides, that wouldn't give you a stomach cramp."

"M-maybe it was from the trip of the stairs, e-eh?" Ezekiel's shaky voice was trying to be hid by optimism, but to no avail.

"Y-yeah," Noah forced a laugh, "Physical activity, isn't my forte, remember?"

"I thought sports weren't your forte," Courtney arched a brow in suspicion at both Harold and Noah. Gwen, who didn't seem any the wiser about the situation, looked just as suspicious.

"Um," Katie pointed at the cans on the roof, some of which had crashed and spilled the soda out, "We kinda don't have sodas anymore."

"Ugh, really?" Gwen groaned, glaring at Noah, "That's a waste of money."

"I'll go get some more—" Duncan offered, but Gwen cut him off.

"No, no," she grimaced, turning to leave, "I've got it." Duncan cursed mentally. He would have followed his best friend to escape the food, but he knew well enough when she was annoyed, it wasn't a fun time for anyone. In that way, it was probably the only way she was similar to Courtney.

"We can't let Gwen eat something like this, yo," Ezekiel whispered to Katie.

"I totes know," Katie whispered back, before saying, "I don't even want to try it."

Harold, finally over the taste, turned to look at Duncan. He honestly believed that it was the delinquent's turn to try out the food. Duncan, in turn, turned to face Noah, who was now looking green around the gills. The bookworm was known for having a weaker stomach in comparison to the others. This didn't stop Duncan, however, as he grabbed as many of the finger sandwiches as possible and stuffed in the bookworm's mouth.

By now, Courtney was extremely suspicious, but less about the taste of the food and more about Duncan's actions.

"You're such an immature ogre!" she exclaimed, glaring pointedly at the mohawk-sporting punk.

"Guh," was all Noah could mutter. He was trying his best from tossing both the sandwiches and his breakfast out on the roof. He finally swallowed, but didn't say much of anything; his tan complexion turning paler by the moment. What was _in _those sandwiches?

"Yeah, but you know that by now," Duncan snorted, replying to Courtney.

Although she was furious, Courtney actually fell for it. Duncan, Ezekiel, and Katie were safe for now.

"I did grab a bite though," Katie lied, "It was totally delicious! Thank you!"

"Yeah," Ezekiel added, "You cook so good, eh!"

"Really?" Courtney arched a brow, "I didn't see any of you guys eating any of it."

"Well, we did," Duncan lied, "Besides, Noah had a look of mirth when he was eating that first bite. That's why I gave him the rest." The daggers that Noah was shooting at Duncan with his eyes could have killed the probationary student on the spot.

"Well," Courtney still didn't believe them, "Whatever. If you say so."

"Y-yeah," Noah's voice was a mix of pain and sarcasm, "Thanks, Courtney."

"Speaking of good eats," Duncan tried to change the subject, "There's this café by the train station that opened a while back."

"Yeah," Harold added, chuckling weakly, "I've heard nothing but great reviews from it, guys."

"Really?" Courtney actually seemed kind of interested, "I'll have to remember that."

"For thanks for the lunch, Noah'll treat us all there," Duncan replied, turning to face the bookworm, "_Right_, Noah?"

"Yeah, right after you hand me your credit card," was his dry reply.

"Oh, wait," Courtney clapped her hands together, "Actually, I prepared dessert, too."

Everyone froze on the spot. Certainly she could cook desert better than she prepared sandwiches, right? Then again, sandwiches were the easiest thing someone could cook. As she dug in her lunch box, everyone seemed to pale.

"Okay, seriously," she put her hands on her hips, "What's wrong with you guys—Wait, where's Ezekiel?"

Everyone stared at where Ezekiel once was. He was definitely nowhere to be found.

"Great," Courtney hissed, "I can't believe I left my spoons in the classroom. Be right back, guys."

She obviously had an inkling that the food wasn't that great and stomped away, heading back to the classroom. The four left on the roof stared at the desserts. They seemed like fruit mixed with homemade yogurt. Katie held the container holding them in her hand, contemplatively looking at it.

"Gosh, Katie," Harold looked apologetic, "We'll never forget your kindness."

"I'll be sure to let Sadie know of your untimely death," Noah seemed more teasing than anything.

"Uh, guys," she replied, "Don't act like I'm going to die."

"As long as I don't have to eat any, you can live or die," Duncan stated in brutal honesty.

She shot the punk a glare before, screwing the lid off of the container, putting it up to her lips, and slurping the entire contents of the homemade yogurt.

A few seconds passed.

"Wait, this isn't that bad—Ack!"

Katie spit a good amount of it, hitting Duncan straight in the face, who was now steaming in anger.

"Noah?" he finally spoke.

"Yeah?"

He spoke through gritted teeth, "Sorry for forcing you to eat that food just now."

Noah's only reply was, "Karma's a bitch, ain't it?"

* * *

After that very eventful lunch, Class F still had some time to spend before the next class. Gwen, Ezekiel, and Courtney had returned to the roof; Courtney who learned that "Katie and Duncan enjoyed the yogurt so much they ate it without spoons" and Gwen more than a little steamed that she had to go without lunch. Regardless, everyone had calmed down and were enjoying the sodas Gwen had brought back.

"By the way, Noah," Gwen spoke up, "about the next target. Our next opponent's Class B, right?"

"Well, yeah," he replied, "If Class D's going to destroy their air conditioner for us, then it's pretty obvious they're our next target."

"Why Class B?" Harold asked, "Isn't our final target Class A?"

Noah frowned, "I'll be frank. No matter what tactics we use, I doubt we'll ever win against Class A with our ability, even with Courtney."

While it was a depressing thought, it wasn't news to any of them. Whoever they chose as the participants for Class A would definitely be the seven best of the best. Especially the Class Representative, Dawn Ray; she was the class rep for the most prestigious class in the school.

"Then our target's going to be Class B instead?" Katie asked. Although it wasn't going to be as good as Class A's equipment, Class B still had really good stuff; destroyed air conditioner or not.

"Not an option," Noah disagreed, "Our target's still Class A."

"I thought you just said we didn't have a chance?" Gwen asked, pursing her blue lips.

"If we fight as a class, we'll never win, I'm sure of it," he explained, "However, we're going to be challenging them to seven one on one duels."

"And we're gonna do that how, egghead?" Duncan asked.

"Class B, of course."

"Okay, I'm lost," Katie tilted her head slightly, "How are they going to help us?"

"Think for a minute," Noah rested his chin on his palm, "What happens when a lower-ranked class loses a challenge?"

"Our equipment would be worse than it was," Courtney answered.

"Right," Noah nodded, "Which means if Class B were the lower rank, their equipment would be downgraded to like Class C's."

"Well, duh," Duncan snarked, "That's common sense, ain't it?"

"And what if the higher ranked class loses?" Noah ignored him and continued on.

"They'll need to exchange their equipment with the lower class," Harold answered.

"Yep," he nodded, "That's why I'm going to use that rule to do some negotiations."

"Negotiations?" Katie asked, "Like, what kind?"

"If we win against Class B," he explained, "to make sure they won't lose their equipment to us, I'll ask them to go against Class A. Even if they lose, they'll only get Class C level equipment, which is a lot better than our ratty equipment. It'll work smoothly. Then I'll use this to negotiate with Class A, warning them that we'll start challenging them once they finish going against Class B."

It made sense. It would be tiring for them to participate in another challenge after just finishing once with the second-highest junior year class. The morale between Class A and Class F would be very different.

"There's a problem with that strategy though," Gwen chimed in, "It'll cost a lot more energy and the process would be a mess. Wouldn't doing a straight-forward challenge work a lot better than making us fight them one on one?"

"Oh, ye of little faith," was Noah's sarcastic reply, "Don't worry. I'm a genius, remember? By the way, Duncan."

"What?"

"After the rest of class, go declare our challenge against Class B."

"No way, lazy ass," Duncan declined, "You go do it."

"Well, then," a smirk crossed the bookworm's face, "Let's decide on who'll do the job using rock, paper, scissors?"

"Are you two still in grade school?" Courtney asked, rolling her eyes, "Come on, you two aren't really—"

"You're on, nerd!" Duncan exclaimed, a competitive look crossing his face. Courtney smacked her face in irritation, as Katie giggled, interested to see who'd win.

"Good," Noah nodded, "Whoever loses will go. However, I want to make this interesting. Let's include a psychological battle, as well."

Duncan might have been one of the lowest of the low in the school, but he knew psychological battles quite well. When it came to rock, paper, scissors, this meant that they would both say what they would use and then play according to if the other person lied or told the truth.

The perfect kind of match between a juvenile delinquent and a lazy genius.

Katie, who enjoyed the thrill of competition, exclaimed, "I'll be the ref! You guys have ten seconds to, like, intimidate the other before I yell, shoot, alright?"

"Sure, why not," Duncan chuckled lowly, "I'm gonna use rock then."

"Are you?" Noah asked, arching a brow, "Then I'll kill you if you don't use rock."

Duncan burst into laughter, "Are you freaking kidding me?! Come on, you're as threatening as a piece of paper—"

"Shoot!"

Duncan used rock.

Noah used paper.

"Then it's decided," Noah leaned back, "You'll go."

"Woah, wait a second, I was gonna switch to scissors but—"

"You lost fair and square, eh," Ezekiel replied, before shrinking down at Duncan's threatening glare.

"Yeah, whatever," Duncan muttered, "But this ain't going to be a normal thing, smart mouth!"

The smirk on Noah's lips said otherwise.

* * *

**Oh, hey. An actual author's note. This is to mostly explain the "Courtney can't cook" thing. This is one of the few things that are left over from the Baka and Test source material, and I have a (probably not a good one) reason for keeping it.**

**Courtney, aside from her anger, doesn't have many flaws. I mean, the rest of Class F have them: Duncan's a brutish delinquent with a fiery temper, Gwen isn't sociable and isn't the biggest on teamwork, Noah's a lazy smart mouth who sucks at almost anything physical, Katie's boy crazy and has physical ability but doesn't focus much on mental power or strategy (at least in this canon), and Harold and Ezekiel are weaker and pretty awkward around other people. **

**At the very least, this'll give Courtney a flaw as a character. I mean the only time we saw her cooking was in Action, if I remember, and that wouldn't be much of an indicator seeing as she and Beth were making that meal out of the most dangerous animals ever.**

**So yeah. In other news, this is the longest chapter yet. Yay.**

* * *

**Next time: **Class F officially challenges Class B, as the battle with Class A creeps ever so closer.


	9. Race to the Finish

**Arc I.**

**Chapter Eight: **Race to the Finish

* * *

"A racing challenge?"

"Mhm," Duncan leaned against the doorframe of the classroom, "We'll be going against Class B tomorrow."

Noah pursed his lips, musing, "Is it a footrace?"

"Nope," Duncan shook his head, "Y'know. With hot rides and stuff."

That definitely wasn't music to Noah's ears. If it was a footrace, Courtney, Duncan, Gwen, and Katie could easily have defeated Class B. This changed things, however. They would most likely be on equal footing if each one of them was given something to drive. And even then, aside from Duncan, did any of them know anything about cars?

"Get here on time tomorrow," was Noah's reply as he slung his bookbag over his shoulder, "Even people like you can do that right if you tried."

"Yeah, like that'll ever happen," Duncan laughed, as the bookworm headed out of the door. He was about to follow the bookworm's exit, but noticed that Courtney was still in the classroom, still holding that same letter from the day before.

"Meh. None of my business."

* * *

"Gosh!" Harold exclaimed, "Why are we having a meeting if we're doing a racing challenge?"

Indeed, early that next morning, the seven participants of Class F found them at their usual plotting place: the rooftop.

"Simple, Harold Dynamite," Noah snarked, "Strategizing. Well. _Relaying _a strategy."

"Uh," Ezekiel rose a finger, confused, "Why would we need to strategize for a racing challenge, eh?"

"This isn't a strategy against Class B," he explained, "This is for Class A and Class C."

"And what's the plan?" Gwen asked, raising an eyebrow. It seemed odd that now Class C seemed to be on the agenda.

"I got some nice information from Justin after Class D broke Class B's air conditioner," Noah explained, "Basically, all of this is up to Katie."

Katie tilted her head, pigtails bobbing as she did that, pointing to herself and asking, "Me? I mean, why can't anybody else do it?"

"Because you have a connection with someone from Class A," a smirk crossed the bookworm's lips as he continued his explanation, "Sadie."

That was definitely correct. Katie and Sadie had been BFFFLs since kindergarten. This year was the first time the two had been separated, as while Sadie definitely didn't seem like it, she was one of the brightest students on campus.

She was also the official messenger of Class A when it came to accepting and giving challenges.

* * *

"Ohmigosh, Katie!" Sadie exclaimed as the two best friends convened in a hug, "I so hate the fact that we're in two different classes!"

"I know right?" Katie replied, beaming, "But hey, at least we hang out every day after class, right?"

"So right!" Sadie agreed, before asking, "How's Class F anyway?"

Katie paused to think for a second before replying with, "Awful. But some of the people in it are surprisingly nicer than they seem."

"But isn't Duncan in that cla—"

"Um!" Katie quickly changed the subject, "I have a favor to ask—Well. Not really a favor. I got something to tell you!"

"Really?" Sadie seemed genuinely interested, "Do tell, bestie!"

* * *

Class C never thought they'd see the day that a member of Class A would darken their door. Yet here was Sadie Tanner, a few minutes before class started.

"What'cha doin' here?" Class C representative, Anne Maria Palazzo replied, a little wary of the fact that a Class A student had business with her class, "Come 'ta rub it in that you guys got better junk than we do?"

Sadie quickly shook her head, smiling at the tanner girl, "Oh, definitely not! Say, isn't it true that you wanna attack our class?"

Anne Maria's eyes widened. Other Class C students, Brick, Geoff, Jo, Mike, and Sam, looked just as surprised. How did they know that?

"Yeah?" Anne Maria's eyes narrowed into a glare, "And what's it to ya?"

"Well, I talked to Dawn," Sadie replied, smiling, "And she's totally up for it!"

And that was the only inspiration Class C needed.

* * *

Class F and Class B didn't meet at Wawanakwa Arena for their challenge. Not this time. They all piled into a bus driven by the probationary teacher, Mr. Hatchet, and was on their way to a place funded by Mr. McLean's family, the well-known McLean Corporation. Why he decided on teaching when he was rich confused all fourteen of the competitors to no end, but they believed it had something to do with Principal Blaineley's reputation and the fact that McLean was an incredibly sadistic man.

On the bus ride there, Class F took their time to study their opponents. Extra attention was paid to four in particular. There was Staci Williams, who was well-known in the school for being a compulsive liar, that surprised them the most. They expected her to be in Class D or C, not Class B. The next two weren't as surprising. Beth Thompson was a smart cookie and pretty sporty as well, so she wasn't one to be underestimated. Cameron Ericson was arguably the weakest person in school both physically and emotionally, but mentally, he was definitely a force to be reckoned with.

Then, of course, there was Class B's rep: Alejandro Burromuerto. He was known for being brilliant, extremely strong, and was probably more loved by the people in the academy than even Justin. He was known for flirting with literally everyone until late into freshman year, when he began a relationship with Class A's Heather Sakamoto. This didn't last long, however, and he returned to his old ways after they broke up. He had stopped again come sophomore year though.

The bus ride was in almost complete silence. Every once in a while, Duncan and Gwen would exchange a word or two and Noah and Katie would talk about Class C and Class A's showdown, but otherwise, nothing else was said.

The bus slowed to a stop as Mr. Hatchet exclaimed, "All you maggots, out! Your challenge is waitin' right outside!"

The war between Class F and Class B was about to begin.

* * *

What the two classes saw outside the bus was almost like a dream. They didn't expect to see a rollercoaster-type structure, only with the coaster tracks exchanged for a three-lane roadway. Principal Blaineley O'Halloran stood in front of the structure, hands on her hips, cameras focused on her and the competitors.

"Welcome to the first of two challenges we'll be hosting today," she announced, "Our first challenge is between Class F, who recently dominated against Class D, and Class B, who will be participating in their first challenge of the year! The challenge?"

Her amused look changed to an annoyed one as she muttered, "Super McLean Kart."

An awkward silence fell over the fourteen competitors.

"Er, chica," Alejandro asked, "Don't you mean Super Mario Kart?"

"Here's the deal," Blaineley ignored the Class B rep and motioned over to fourteen go-karts, "Each one of these karts have one of our fourteen players names on it. Each one is equipped with a little… something to keep it interesting and to possibly give someone the lead."

Cameron gulped, "_Interesting? _I don't know what to think of that!"

"Oh, pish posh," Blaineley reassured, "It's just untested weapons and speed boosts and oil slicks and all that jazz."

That certainly didn't help either team's morale.

"The first person 'ta finish one lap wins for their class," Mr. Hatchet explained, "'Ya can knock someone out of the competition. We don't care."

"Isn't that kinda dangerous, eh?" Ezekiel asked.

"Yeah," Beth agreed, "What if someone falls off? Some of it looks kinda high up."

Mr. Hatchet and Principal O'Halloran both shrugged. They knew that with the forms the students had to fill out every year, they were insured not to be sued over it if they got hurt.

"Class reps," Blaineley continued, "anything you want to say to each other?"

"Oh, just one thing," Alejandro replied, flashing a smile, "Say, Noah, how about we make this challenge a little more interesting?"

Noah arched a brow but sternly replied, "Sure, sure. What is it, Burromuerto?"

"Nothing too harsh," Alejandro let out a chuckle, "Just that, if I win, I get to trade three of my participants out of my class to yours. Say… Duncan, Katie, and Courtney?"

"Woah, wait a second," Courtney interrupted, "You're betting us?"

"Ya," Staci spoke up, "My great-great grandfather invented betting. Before that, people settled their scores by beating each other to death."

Alejandro ignored Staci and continued, "Yes. I'm sure that seems fair to you, right Noah?"

"I'm sure they wouldn't care if we lost then," Noah's answer was a little too sharp, as if he was trying to guilt trip his fellow teammates. In all honesty, Duncan and Courtney did think about throwing the challenge to change to Class B; Katie, on the other hand, didn't find it completely fair to leave Class F behind at all.

"Is it okay, Miss O'Halloran?" Alejandro asked, giving the principal a subtle wink.

Blaineley flashed red for a second before regaining her composure, "Yeah, yeah. It's fine. Noah, do you agree to these terms?"

Noah shrugged, "Might as well. But only if I get my own condition if we win."

"And that would be, amigo?" Alejandro's fake friendliness was wearing thin on most of Class F already.

"You'll see when we win."

"You better have a good strategy, egghead," Duncan warned the bookworm, "Or I might just make sure we lose."

Part of Noah knew that would go against Duncan wanting to start this to begin with so it wouldn't make sense for Duncan to abandon the whole class, but part of him felt genuinely worried for once.

* * *

All fourteen contestants were in their karts at the starting line of the rollercoaster-like racetrack. Mr. Hatchet stood off to the side, wearing his referee uniform and holding a checkered flag.

"On ya mark!"

Duncan revved his engine. Cameron attempted to as well, but shrieked as he moved an inch forward.

"Get set!"

Ezekiel tried to strike a cool pose, pointing and clicking his teeth at Beth, but the geeky girl just rolled her eyes in response.

"Go!"

In a flash, the fourteen cars started up the track, Alejandro taking a quick lead as they began to ascend into the air. Flipping a switch in his kart, a pool of oil seeped from under his kart, flooding back and causing all the cars behind him to slide and swerve out of control. He watched as three of his own teammates flew off the track and landed on the ground, unfortunately before they got too high up, along with Courtney.

"Ugh!" the Latina shrieked, as she crossed her arms, "I swear, using oil slicks definitely should be against the rules!"

Six members from Class F and the remaining four members of Class B continued their race along the tracks. Katie, deciding to take matters into her own hands, flipped a switch on her own go kart, causing it to spit out a flurry of dodge balls towards Beth.

Beth, in retaliation, just flipped her switch, causing a catapult to form on her go kart and sling a pile of mud back onto Katie. The geeky girl then did some quick maneuvering to dodge the onslaught of red rubber balls. Katie wasn't as lucky as she slammed against the wall of the elevated racetrack and stayed there.

"Uh, ew!" Katie whined, "I totally don't know how to get mud out of these clothes!" Before she could say anything else, however, a crane, operated by Mr. Hatchet, picked her kart up and toted it off of the track.

"Alright, farm girl," Duncan taunted Beth, "You took out the wonder twin, but can you take me on?" Flipping his switch, a stream of flames burst out of the front of his kart, aimed right toward Beth. Beth, thinking quickly, swerved to the left lane of the track and bumped against Cameron, who's switch flipped almost instantly. A large bubble surrounded the smaller boy, causing him to fly forward towards Noah.

Noah turned to look back at the speeding bubble kart going straight for him and muttered, "Oh, how I hate my life."

The bubble slammed into Noah's kart, throwing him over the edge of the track, only to be caught at the last second by Mr. Hatchet's crane.

"Wow!" Cameron cheered, "I really like this! It's almost like I'm at home! Um… Sorry, Noah!"

"Okay," Gwen, who was behind Cameron, mused, "That's definitely not a coincidence." She shrugged it off and decided to try and keep the pace with the literal bubble boy.

Ezekiel whizzed past Beth and Duncan, who had collided soon after the incident and were being hauled off of the track.

Staci rode up beside the homeschooler and proclaimed, "Ya, my uncle invented go karts—"

"Really, eh?" Ezekiel's eyes lit up, "That's so cool!"

Staci was actually flabbergasted for once. Someone actually believed one of her lies. Right before Staci could reply, Alejandro pulled past them both and flipped his switch again, causing the two to spin out of control and hit opposite walls, knocking them out of the competition.

As he drove up next to Gwen, she asked, "Hey, you knocked out one of your own. What gives?"

"What gives?" Alejandro replied with a wink, "All's fair in love and war, isn't it—Augh!"

He turned back to see that he got rammed into by Harold, "Gosh! At least play with honor!"

"Oh, I am," Alejandro replied, slamming on his brakes, letting Harold fly out of his go kart and onto the track before replying, "Just with a certain different capacity of it as you, my friend."

Gwen narrowed her eyes as Harold was forced off of the track. It was now her alone versus Alejandro and Cameron. Cameron wouldn't be that hard to take down, but Alejandro would definitely be an issue. She had to think fast. Trying to round up next to him again, she decided to take a chance and flipped her switch.

"Sorry, madam, but—" Alejandro stopped right there, as Gwen's kart had seemingly vanished into thin air. A few seconds later, it had reappeared in front of him.

"Sorry, but," a smirk crossed Gwen's face, as she braced for impact, "when you mess with one member of Class F, you mess with all of us. Got it?"

Just like that, the one who abhorred company the most out of Class F stomped on her brakes, causing Alejandro to fly out of his kart just like Harold had. Without another thought, she ignored the damage the back end of her kart took and drove forward to catch Cameron before he made it to the finish line.

"I don't even see something all that bad about this challenge," Gwen scoffed, as she went through a rollercoaster style loop-de-loop. Aside from her hair seeming a little frazzled, she wasn't phased at all by anything in the challenge.

It actually seemed like Class F was going to triumph over Class B.

Then the remaining makeshift road on the path began to crumble.

* * *

**Next time: **The results of the challenge are in. Will Class F win? Will Class B win? Or will the challenge come to an... _unfortunate _end?


	10. Last Lap

**Arc I.**

**Chapter Nine: **Last Lap

* * *

"Do you think Gwen can do this?" Courtney asked as she stood next to the rest of Class F, looking up at the last two players in the challenge.

Duncan couldn't help but give a smug grin, "And here I thought you'd be hoping she lost so you could head to Class B."

"In case you forgot," Courtney reminded, rolling her brown eyes, "They don't even have an air conditioner anymore thanks to—"

"Yeah, sure," Noah interrupted in deadpan, "Blame it on the strategy."

"I'm totally sure that Gwen's got this, eh!" Ezekiel reassured, grinning, "What's the worst that could happen?"

* * *

Gwen was quickly gaining upon Cameron, who wasn't exactly the most composed driver ever. In fact, with the way that he was swerving and skidding, it was actually giving Gwen more of an edge than she even imagined. Before long, she was right behind him and not long after that she was right beside of him.

"Sorry, Cam," she apologized, "but I've got a race to win."

"Um, is there a certain way you work a go-kart?" the bubble boy asked in reply, still steering his wheel like crazy. On accident, he bashed into Gwen and quickly apologized, "I'm sorry! That was definitely not planned! Aah!"

Gwen scowled. She knew it definitely wasn't his fault, but he had now skidded in front of her giving him the lead once again. She was about to try to accelerate and swerve around him when she heard a screech from below from Beth.

"Guys! Look out!"

Cameron instinctively slammed on his breaks, not giving Gwen much time to react, slamming into the bubble boy in turn.

Both racers had fallen off of the crumbled road.

Gwen could have sworn she saw her life flash before her eyes. She always thought she wouldn't die peacefully, but from one of Wawanakwa Academy's challenges definitely wasn't how she wanted to go. She closed her eyes tight.

The sound and sensation she heard wasn't a crash and pain.

It was a boing and relief.

Cameron had activated his bubble once again, saving both of them; letting Cameron hit the ground safely and Gwen to ricochet safely off of his bubble. Before long, both classes and Blaineley had run up to meet the two, as pieces of the rollercoaster road collapsed a few feet away.

"You okay, Pasty?" Duncan asked, actually looking more than a little relieved to see his best friend safe.

"Yeah," Gwen's frazzled expression changed to her normal one as she nodded, "Expect the unexpected, right?"

"Are you okay?" Beth asked Cameron.

"Am I in heaven?" was Cameron's only weak reply. Otherwise, not a scratch was on him.

"Ugh!" Alejandro grunted, "Then who exactly won?"

"Neither, obviously," Blaineley shrugged, not looking all that concerned for neither Gwen nor Cameron's safety, "It seems like we'll be having a tie breaker challenge."

"Ya," Staci spoke up, "My great uncle's cousin invented tie break—"

"What's the tie breaker challenge?" Katie interrupted the compulsive liar.

"Simple," Blaineley replied, "A person from each team will take their go-karts and race back to the academy. The first person to reach the academy wins."

It wasn't as dangerous as the previous challenge, but it was still moderately dangerous. They would be driving go-karts on a real road with other real vehicles on it as well. In a way, it very well could be just as dangerous.

"Uno momento," Alejandro cleared his throat and crossed his arms, "Seeing as Courtney, Duncan, and Katie are the… secondary prize for this challenge, shouldn't they not be allowed to compete?"

"That's something to be settled between you and Class F's rep," Blaineley replied, before turning to face the other representative, "Noah?"

"Sure, that sounds fair."

The rest of Class F looked at Noah like he had grown a second head. Courtney and Katie were the two heavy-hitters of the class and Duncan knew his way around vehicles. This only left Ezekiel, who didn't know much about go-karts; Harold, who was the least useful in the first challenge they participated in; Gwen, who Duncan and Courtney honestly believed shouldn't be subjected to the challenge again despite doing well; and Noah himself.

"Alright, then," the principal announced, "You have five minutes to decide who will be racing for each team. Remember, this time is do or die, so pick wisely!"

* * *

"Well?" Courtney asked, as the seven had grouped into a huddle, "Who exactly's participating in this?"

"I'll do it," Gwen raised her hand, "I was so close to beating Cameron that—"

"Pasty," Duncan cut her off, "You barely survived the first challenge."

"Uh, yeah," she rolled her eyes, "and you're forgetting that I'm not fragile, _Duncan." _The tone in her voice carried a lot more venom than usual.

"Ooh, ooh!" Ezekiel chimed in, "Let me do it, eh!"

"I should probably do it," Noah ignored Ezekiel, "I'm pretty sure that Alejandro will be volunteering for Class B, so it's only natur—"

"You barely even made it past the first few seconds of the last challenge," Gwen reminded Noah, "Come on. I've got this."

"I wanna do it, eh!"

"Gosh!" Harold exclaimed, a little louder than normal, "Let me do it!"

The group looked at him for a minute before Courtney, more than a little unimpressed asked, "Uh, if you remember, you're pretty much the weakest link out of all of us."

Harold gave a hurt look for a second before replying, "Well, yeah, but I wanna prove to you guys that I have skills!"

"Yeah, skills," Duncan snorted, "What exactly's that gonna do you on the road?"

"You'll just wait and see—"

"Harold, I don't want to lose our three heavy hitters," Noah shook his head, "I really think someone else should do it."

"I wanna do it, eh!"

"Will all of you, like, shut up for two seconds?"

Katie's voice wasn't loud. It was firm. It was a voice that none of the members of Class F would have imagined to come out of the girl's mouth. All attention was now on her.

She pointed a finger at Duncan and Courtney, reprimanding them, "Harold's a member of our class just as much as you two. Just because you two and myself are the heavy hitters on this team, doesn't mean that everyone else is useless."

"But it's Harold—"

"Yeah, and you're nothing but a bully to everyone you totes consider weaker," Katie crossed her arms, "Harold, like, deserves as much of a chance as anyone in this class."

Noah gave a snicker replying with a deadpan, "You tell 'em, tiger."

Katie's finger was now pointed to the class rep, "You're not much better! You think because you're the leader, you can pick and choose whatever happens and gamble away your only hope in this little game all willy nilly!"

"Willy nilly?" Noah scoffed, but was cut off again by Katie.

"We're a _team_," she explained, "This team isn't just the class rep. It isn't just the heavy hitters. All seven of us have, like, _something _to give in this thing. If you guys wanna make it to Class A's level, conspiring about joining Class B and making gambles that will make you sorry in the last bit-ty, def's isn't the way to do it."

She made a point. Courtney and Noah really couldn't help but hang their heads. Duncan didn't, of course, instead opting to scoff and cross his arms defensively. He didn't like being told the truth, not less knowing it was the truth.

Katie, now back to her usual ditzy demeanor, beamed and placed a hand on Harold's shoulder, "Now, like, knock 'em dead, Harold!"

Harold grinned, doing a little fist pump, "Yes! I definitely won't let you guys down!"

* * *

"Have both teams decided who's going to be racing for them?" Principal O'Halloran asked when the two teams returned to her, "Class B, who are you going with?"

"Me, of course," Alejandro stepped forward, flashing a brilliant smile to the principal.

"Right," she nodded, before turning to Class F, "And you losers?"

Class F gave a collective grimace at being called losers, but nevertheless Harold walked forward and exclaimed, "I'll be showing the potential of my team, ma'am!"

Alejandro had to hold back from laughing, "Well, then, compadre. May the best man win."

The fourteen go-karts were all lined up. Alejandro and Harold hopped into their respective karts, Josh's voice booming overhead.

"On your mark!"

Harold revved his engine.

"Get set!"

Harold revved his engine again.

"Seriously do you have to do that every time?" Alejandro asked, slightly annoyed.

"Go!"

* * *

To both Alejandro and Harold's surprise, the two were neck and neck for the first mile or two of the race back to Wawanakwa Academy. Several drivers on the road with them cursed and flipped them the finger, but neither driver was letting it get to them, and definitely was neither driver conceding yet.

Alejandro sneaked a look at the red-haired geek, before slamming into his kart.

"Idiot!" Harold exclaimed, "Watch the side, man! They can get crushed really eas—"

Alejandro had taken the lead amidst Harold's outburst, now flipping his switch. A stream of oil poured out from behind the Latino hottie, aimed directly for Harold and any other cars in his path. Letting out a raspy, audible gasp, Harold quickly turned the wheel, running off of the road and onto a sidewalk.

"See you at the finish line!" Alejandro called out, as he continued forward down the road. Harold slammed his wheel in annoyance once, accidentally hitting his switch.

That's when it hit him.

* * *

Alejandro didn't see hide nor hair of Harold for miles. Class B had this in the bag, and with three new members of Class F on their team, he definitely would take out Class A.

That was Alejandro's plan all along. He was tired of being second best to Class A, especially after his break up with Heather Sakamoto. While intellectual challenges and miscellaneous challenges were easy for Class B, physical challenges were a major issue, especially with a good number of physical threats in Class A's seven main participants.

This was perfect.

At least it was until Alejandro felt a large slam on his left side. Harold, branches and twigs all in his hair, had caught up to him and returned the favor from earlier.

"Where did _you _come from?" Alejandro asked, frowning, and trying to slam the geek back.

Harold sped up to dodge the attack, replying with, "I paid attention on the way up here. You see, Mr. Hatchet likes to take short cuts and the bumpiest of paths ever to—Ow! Ow! Ow!"

The geek took his hands off of his wheel to pat at his head, shooing off a small family of birds who had landed on his head. Alejandro got what Harold had done. He took the same bumpy, rough path that they took on the way to the first challenge. Narrowing his eyes, Alejandro took this chance to speed up as fast as he could, causing several cars to force themselves to stop and honk at the speeding minor.

Once he made it a good distance away from Harold, the Latino flipped his switch again, but to no avail. Nothing was happening. His go-kart was beginning to slow down immensely.

It couldn't be.

The oil slick that was installed into Alejandro's kart was the oil being used to propel the kart in the first place. It was then that Harold was now behind Alejandro Burromuerto and flipped the switch on his own kart. His wheels seemed to be installed onto stilts, jutting the kart portion of the ride high into the sky, causing him to pass above Alejandro.

Now Class B winning was nothing but a moot point.

* * *

Alejandro never showed up to the finish line, obviously furious that he had lost to a geek. In fact, no one saw Alejandro once until the next day, when Class F and Class B would make their negotiations over Class B's equipment.

"You did fantastic, Harold!" Katie congratulated the nerd.

Harold grinned, breathed onto his fist and rubbed it on his shirt, "It was nothing."

"Of course it was nothing—" Duncan grunted as he was elbowed in the stomach by Gwen, "You did _alright_, I guess."

"Yeah," Courtney gave a weak smile, "I guess we should have trusted you."

"Duh," Harold rolled his eyes, striking a ninja pose, pulling nunchuks out of his pocket, "You don't mess with the H-bomb!" He twirled the weapon around before hitting himself in the gonads, causing Duncan, Ezekiel, and Noah to wince in pain.

"A-anyway," Noah coughed out, "Everyone did a fantastic job." It seemed like it physically hurt him to say so, but he admitted, "Katie, as much as I hate to say this, you made a good point yesterday. I apologize to everyone here."

Everyone looked like Noah just had started speaking German. Noah never apologized for anything, but he honestly seemed apologetic for betting with his teammates. Duncan still seemed a little ticked that they wouldn't be getting a free ride to Class B, but Class A was already just another step away regardless."

Alejandro and the rest of Class B's team entered the room, Alejandro's expression looking like a balloon without any air.

"Let's get this over with."

An amused look crossed Noah's face, "Actually, I originally was going to take the equipment and give you guys ours, but I'll give you a special deal."

"Noah!" Katie exclaimed, putting her hands on her hips.

"Did you learn anything, eh?" Ezekiel asked.

"I did," he replied, "but trust me. This one's for the better of the class."

Katie's cheeks puffed out. Courtney seemed honestly in agreement with what she said yesterday, but Noah and Duncan hadn't changed a single bit.

"What's the condition?" Alejandro asked, crossing his arms and arching a brow.

"It's related to you, of course."

"Que?"

"I noticed how you were fond of using dirty tricks in the challenge," the Class F rep explained, "And honestly, I just plain don't like you." Despite being brusque with how he was saying it, Noah made a point. Alejandro disregarded his teammates and played as dirty as he could every chance he had.

"Go to Class A," Noah continued, "Tell them that you're well prepared for a challenge. If you do that, you can keep your air conditioner-less room. But don't actually declare a challenge on them, because I'm sure you don't want to lose twice. All you've got to do is let them understand you'd fight them if need be."

"That's it?" Alejandro's eyes were filled with disbelief.

"Nah," Noah shook his head, "That was what my side of our original deal was on the track. The new condition is all on Duncan. Get what you have from your duffle bag, punk hazard."

Courtney and Gwen shared a look of exasperation. In different ways, they both knew how immature Duncan was. The punk pulled out a pink dress from his duffle bag.

"Uh, where did you get that?" Harold asked, bewildered.

"Shut it, dorkus," was Duncan's reply, "The deal's this, Alejandro. You're gonna wear this when you relay the news to Class A."

"E-excuse me?!" Alejandro almost shrieked, "How immature are you guys?!"

"Pretty immature," Katie couldn't help but mutter. They really hadn't learned much after all.

A smile crossed Beth's face as she spoke up, "Don't worry! We'll definitely make sure he wears this!"

"Ya," Staci agreed, "My great great grandfather actually invented crossdressing, so I'm more than willing to help!"

"U-um," Cameron stuttered, "I-if we get to keep the classroom equipment, we gotta do it, right?"

All of the warm support from the Class B team members showed that Alejandro's leadership was nothing more than tyranny.

Alejandro's screams echoed throughout the empty classroom.

* * *

**This was a chapter I fought with myself over. I wanted to have Class F lose at one time, but that would actually effect the narrative at one point to have Class F lose against Class B. Plus, this gave a chance to give Katie a little more to do than be just the "physical force who's not quite as strong as Courtney." True, Noah and Duncan really didn't listen to anything she said, but it's going to play a good part on Class F's development to have someone with a moral compass on the team.**

**With that being said, we have probably three to five more chapters before this arc comes to an end. This is where things get interesting. Hopefully you guys will enjoy it!**

* * *

**Next time: **The fated match against Class A is about to begin, with all of the chips on the line.


	11. The Trump Card

**Arc I.**

**Chapter Ten: **The Trump Card

* * *

"You trying it again?"

Courtney, once again holding the same letter from the past week and once again standing in the Class F classroom, turned back to shoot Duncan a glare, asking, "And what's it to you?"

"Touchy," he raised his hands in defense, "I was just curious."

"Right," her voice dropped down to a deadpan tone, "Since the beginning of this year, you've been bugging me. Why?"

"The beginning of the year?" Duncan's voice trailed off. That wasn't too incorrect. He remembered the actual reason why he and Courtney was in Class F, after all. Of course, he wouldn't own it up to Noah.

During the class division exam, Duncan covered for Courtney's absence. And by covered for her absence, he acted like a big fool as usual, being forced out of the exam early.

Sure, he was a probationary student, but that was honestly why he got kicked down to Class F.

And honestly, he felt like he owed it to her to get them to Class A's level. He owed it to Gwen as well. After all, they definitely were best friends. As much as he hated to admit it, he even wanted Noah to have a shot.

He quickly shook these thoughts out of his head. He wasn't growing soft. He refused to be growing soft.

"You started these challenges for the rest of us, didn't you?"

"Uh, _excuse me?" _Duncan narrowed his eyes, trying to futilely hide the truth.

Courtney couldn't help but laugh, "Sorry, but you can't hide that. Once you figured out there were people in Class F unfairly, you forced Noah out to discuss something."

"You're wrong, Prin—"

"Thanks."

An awkward silence fell over the two. Courtney finally spoke again, "And just so you know, I _am _thinking of delivering this letter."

"And that'll be?" Duncan snorted, trying to regain his so-called tough persona.

"Maybe when we finally take down Class A," she shrugged, "We still have a lot to finish."

"Then let me give you some advice, toots." Courtney rolled her eyes at being called toots. This wasn't the 1930s.

Duncan continued, "Confessin' directly is way better than a crappy old letter."

"Really?" Courtney's voice was a mix between deadpan and surprise, "Why do you think that?"

"Why do you think?" was his answer, "A guy'd be way happy hearing it first hand, y'know."

"T-these clothes!" Alejandro's voice called from outside the classroom, "This skirt is way too short!"

"Don't worry about it," Noah's voice replied, "Walk slowly and you should be fine."

"You bastardo," Alejandro cursed in Spanish, "How dare you make me do this?!"

"Nothing I haven't heard before. Besides, you have a little outdoor photo shoot to do once you make the announcement."

"I never heard of that before!"

Courtney turned to look at Duncan, eyelids half closed, "Was this your idea?"

"Not this time," Duncan actually seemed bewildered and a little impressed by Noah's cruelty, before saying, "But whatever. Good luck, CIT."

Courtney scoffed but smiled, "Thanks."

"You know, you being sincere doesn't suit you."

"Okay, you're pushing your luck now."

* * *

The next day, the Class F participants met on the rooftop, having their final tactical meeting before facing Class A, and saying goodbye to the Class F room.

"First of all," Noah began, "I'd like to thank everyone for their hard work. I… am actually pretty grateful for your help this far."

"Um," Ezekiel looked nervous, "You okay, eh? You sick or something?"

"Wouldn't surprise me if I was," he shrugged, "It's either I'm having a malfunction of emotion or I'm about to die, one."

Well, that ended quickly.

"Since we made it this far," a smirk crossed Gwen's lips, "we might as well go all the way, right? We'll prove to the teachers and to Class A that just because we're the lowest of the low, we've got this."

That was even odd coming from Gwen as well. If Noah was sick, then it had to be contagious.

"Yeah!" Katie clasped her hands together excitedly, "There's totes more to life than studying!"

"We shall usurp the spoils of war and prove to the entire school that we're the top dogs around here!" even Harold was extremely excited.

"Right," Courtney nodded, smiling, "Let's show them what we've got!"

Duncan cracked his knuckles, "Losing just ain't an option now."

For once, Class F seemed unified for one cause. This was a lot different from the Class F who went against Class D.

"Right, right," Noah held back a low chuckle, "As you guys remember, we're challenging Class A to a duel challenge. And as you know, they took out Class C and think they're going against Class B next."

"What exactly does a duel challenge entail, eh?" Ezekiel asked, raising his hand.

"Simple," he replied, "It's one on one fights in a challenge. You guys can decide who you go against when we get there, but I've already decided that I'll be going against Dawn Ray."

The Class F rep would be going against the Class A rep. It only sounded normal for that to be one of the face offs.

"Got a death wish?" Duncan asked, scoffing, "Come on. You're basically going against the number one student in school."

"Like you'd do any better," Noah's voice was more matter-of-fact than sarcastic, "But you are right. Dawn's not only really smart, but physically fit and what people call a psychic. Not to mention, I hear the challenge is a mix of both physical ability and mental ability. If I directly challenge her, I don't stand a chance."

"So are we chickening out?" Gwen actually seemed a bit disappointed.

"Au contraire," Noah's lips curled into a smile, "I'll be defeating Dawn and Class F will get Class A's classroom. Victory's ours. Besides, it'd look bad if the former whiz kid here didn't lead his team of losers to victory."

"Hey!" Harold exclaimed, offended, "We're not losers!"

Noah's deadpan stare at Harold was self-explanatory. He then continued, "I have a plan. I'm going to offer a deal to her—"

"Noah," Katie warned, "Didn't you learn anything from last time?"

"Hear me out, Katie," he held a hand up, "I'm going to ask for the last match to be all or nothing. In fact, I'm going to ask for it to be completely mental. I'm going to challenge her to a graded test of Elementary School Canadian History."

Under these conditions, it would be generally assumed that both of them would be scoring one hundred and the person who made the first mistake would lose. The challenge would be how focused they were. It gave a much higher chance in Class F's favor.

"But if you guys get the same scores, you'll have to take a whole new mess of questions, right?" Duncan asked, "Like harder? And what if their score in the regular ole challenge is so good you don't even get a shot?"

"We've come this far, haven't we?" Noah's bored voice replied, "I have a trump card."

"What?" Courtney wrinkled her nose, "You know how to make Dawn lose focus in the exam?"

"Of course not," he shrugged, "If there's anyone with great focus in this school, it's Dawn Ray. She won't be defeated by elementary school questions _or _losing her focus."

"You're not that good at being all secretive," Katie giggled, "Come on! What's your trump card?"

"There's only reason that made me go through with this," Noah explained, "It's because I know she'll answer one question incorrectly. The year the Third Indian War ended. It ended in 1913. It's a question so simple that even _Duncan _could get it right."

"You know, your huge head is looking mighty squeezable right now," Duncan threatened, smashing a fist into his other hand.

"But Dawn will definitely answer this question incorrectly and victory'll be ours," Noah ignored him and went on, "Then we'll kiss our classroom goodbye."

"Yeah, question," Courtney raised a hand.

"Hm?"

"Do you know Dawn well?"

"Yeah," he nodded, "We've been friends since we were in childhood."

"Gosh!" Harold exclaimed, "It's just like my anime—"

"Finish that sentence and I'll trade you in to Class B," Noah threatened, deadpan, "Regardless, I purposely taught her the wrong answer to that question when we were young. It's usually correct that the human brain won't forget something it learned, even if they learned it wrong."

It was a plan so odd, it actually had a chance at working.

* * *

"A duel?" the Class A negotiator, Sadie, asked the seven participants of Class F after they barged into her classroom. Dawn wasn't currently in, so Sadie was taking the answer for her.

"That's right," Noah nodded.

"Well, that's fine and all," Sadie rubbed the back of her head, "But, like, what are you guys planning?"

"To win this challenge, of course."

Sadie seemed a little unsure, which was understandable, seeing as Class F was the lowest ranked class and suddenly wanting to take on the highest ranked class.

"By the way," Katie spoke up to her best friend, "How did the challenge against Class A go?"

An Asian girl, Heather Sakamoto scoffed and smirked, "Although it took a while, we were way too good for them."

"Class B's interested in having a challenge with you as well," Courtney reminded.

"But Class B already went against you guys," Bridgette from Class A spoke up, "They can't challenge us for a while."

One of the rules of the challenges was that there was a three month preparation period between challenges. The class that loses the challenge would have no right to declare another challenge for three months. Seeing as Class C lost in late August, they wouldn't get to challenge again until late November.

"Not quite," Noah disagreed, "The challenge with Class B ended with a peace treaty of sorts, so they're not restricted by that rule. They can challenge someone today if they wanted to. Same with Class D." This was the reason why Class F didn't take away any of their equipment.

"I have no idea what you guys are planning," Trent spoke up, avoiding looking at Gwen, "But I'm sure we're gonna agree to a challenge."

Sadie nodded cheerily, "Oh, defs! That sounds like _so _much fun! Besides, I'd rather us fight you guys than Class B. I thought Alejandro was hot and so cool, but he showed up, like, wearing a dress! Well, he _is _still hot, but—"

"So is that a yes?" Ezekiel asked, more than a little bewildered.

"Yeah!" Sadie nodded.

"Then it's settled," Noah nodded as well, "The seven of us on one on one bouts against the seven of you. Sound good?"

"Totally!" Sadie extended her hand and shook the Class F rep's hand.

"I also accept."

The members of Class F and Class A turned to face the new, calm voice. A short, blonde girl, known as the Class A representative, had entered the room out of seemingly nowhere.

"But on one condition, if that's alright," she added.

"Condition?" Duncan asked, arching his monobrow.

"Correct," she nodded, smiling lightly, "The losing side will accept any request from the winning side. Is that alright?"

"Like?" Harold asked, vocalizing everyone's thoughts.

"That's a secret," was Dawn's mysterious answer.

"Maybe we should think about this," Gwen suggested, "I mean, this is something we should decide as a class, right—"

"Accepted."

"Noah!" Katie exclaimed, "Come on! We just went over this! Twice!"

"Don't worry," he shrugged, "This'll be fine."

"When will our challenge start?" Dawn asked, curiously.

"How about we begin at lunch time?" Noah suggested.

"Sounds perfectly reasonable," Dawn replied, nodding, "Then may we have a nice challenge, Noah."

The last fight was just around the corner.

* * *

"Welcome to an," Principal O'Halloran stopped to muse on what to call this challenge, "_interesting _challenge. Today, the lowest of the low, Class F, will be going against the rising stars of Wawanakwa Academy, Class A!"

The way she said it definitely wasn't anything to pump Class F up. For once, all of the members of Class F were watching the seven participants of Class F go against the best class in the school. This one was for all of the chips.

"Here's how this challenge will work," Blaineley explained, "We have made a deal with a company to try out their new virtual reality helmets. Each member from each team will go against each other in a virtual reality arena, given abilities based on their personalities, and will go against the other team. Whoever wins in the individual battle will give each team a point. The team with the most points at the end of the challenge will be crowned the winners."

It seemed simple at least. Maybe a little too simple.

"Oh, and whoever loses will get a jolt of electricity—"

They tuned her out there. Of course it wouldn't be that easy.

"So, Class A," Blaineley turned towards the superior class, "Who'll be going first?"

Sadie stepped forward, "Um. I'll give it a shot!"

Blaineley nodded, before turning to Class F, "And you guys?"

Katie bit her lip before stepping forward as well, "I'll do it."

"Katie!" Sadie gasped, "No! I can't fight you in a challenge!"

"Come on, Sadie," Katie replied, "You know I can't either, but we're going to have to get used to being in different classes sooner or later, right?"

Sadie pursed her lips, but nodded.

"Ooh, now this is juicy," Blaineley rubbed her hands together, "Two best friends locked into a battle to the death for—"

"Just get on with it!" Both of the BFFFL's shouted at the principal.

"Okay, okay," she scoffed, "If you would, walk to the two seats in the center of the arena and put on your helmets."

Ezekiel put a hand on Katie's shoulder before she stepped forward, asking, "You sure you're going to be alright, eh? I'll take one for the team if you want me to."

"Like I said," she sighed, "We're going to have to face the fact that we're in different classes. Besides, after this, we won't have a reason to worry about it anymore, right?"

Without even letting Ezekiel answer, the girl made her way over to the center of the stage and sat down in one of the arm chairs. Sadie did the same, fastening the helmet to her head.

"Uh," Sadie asked, "Are you sure these are completely safe?"

"Oh, yeah, yeah," Mr. Hatchet, who was standing nearby, lazily replied, "Sure. I guess."

Katie fastened her own helmet on her head and looked over at Sadie, "Good luck, BFF!"

Sadie smiled, replying, "You too, BFF!"

A large screen lowered from the ceiling. The words "Dance Battler Katie VS. Dance Battler Sadie" appeared on the screen.

This was it. The final battle was finally here. To be honest, the entirety of Class F was more than a little nervous, even the more stoic members like Duncan, Gwen, and Noah.

But they had come too far to turn back now.

* * *

**Next time: **The long awaited challenge begins between Class F and Class A! Who will come out on top?


	12. Virtual Warfare

**Arc I.**

**Chapter Eleven: **Virtual Warfare

* * *

When Katie reopened her eyes, she was in what seemed to be a jungle. Her tank top and shorts were exchanged for what seemed to be steampunk dance attire, with gauntlets strapped to her hands.

"OMG," she heard Sadie, who was standing behind her in similar attire, "Your clothes are so fetch!"

"I know!" Katie exclaimed, before replying, "Yours are so totally cute!"

"Thank you!" Sadie squealed, before pausing and asking, "Are we sure we want to do this?"

"Of course," Katie nodded, "I mean, we're individuals, right?"

Sadie gave Katie an incredulous look, "Katie. We've worn the same clothes since forever. _Now _you want us to be individuals?"

She made a point. Before Katie could reply though, Sadie giggled, "Of course I'm ready for this. I wanted to see if you were, silly!"

Katie smiled, "Aww! Thanks, BFF!"

"Anytime, BFF!" was the other girl's reply, "Now. I want you to not hold back, alright?"

"Not even a bit!"

With that, Katie was off, hands balled into fists and outstretched. She threw a punch at her BFF, who dodged it with ease. While Katie was the more athletic of the two best friends, in the virtual world they were on even footing. Sadie spun around and gave a roundhouse kick at Katie's face, which was barely blocked. Katie took this chance to sweep Sadie's legs out from under her with a kick.

"Cheating, much?" Sadie replied, voice with absolutely no hatred at all. She slammed her hands together, creating a shockwave, knocking Katie backwards. Now with frizzed hair, Katie looked at Sadie in great bewilderment.

"We've done this challenge before," was Sadie's only reply. It made sense. This must have been what they challenged Class C to.

Class A had more of an upper hand than it seemed.

Katie was back up, but received a harsh blow to the stomach from her BFF a few seconds later for her troubles. She mentally thanked the fact that she couldn't feel pain and attempted to strike back, only to take a kick to the stomach from her BFF again.

"Sorry, Kates!"

An infernal dinging noise resounded in Katie's head, "Augh! What is that?"

"It's the noise that happens when you're losing," Sadie explained, "Um. Sorry about this."

One last strike, and Katie had lost the battle.

* * *

Katie regained consciousness to the real world with a sharp electric jolt. The first person she saw was Sadie, who looked genuinely worried.

"OMG, Katie," she spoke, "Are you okay?"

"Yeah, I'm—" another jolt of electricity coursed the tanner BFFFL's body, "—fine."

"That's a point for Class A!" Blaineley announced, as the two besties hugged once before returning to their teams.

"Well done, Sadie," Dawn congratulated, as she and Bridgette high-fived their teammate.

"You should've lost!" Class A member, Izzy Daniels, exclaimed, "I'm sure being electrocuted would have been so much fun!"

"Yeah, I don't really want to," was Sadie's response.

"You did fine, Katie," Courtney congratulated her teammate's effort, putting a hand on her shoulder.

"Yeah, I wouldn't say that," Noah's dry bluntness earned him some glares, "But good job anyway. You gave us a good idea of what to expect from the other team."

"Gee," Katie rolled her eyes, "Thanks for the congrats, Noah."

"Class F," Blaineley spoke up, "Since you lost the last round, you get to choose who's competing first."

"I'll give it a go," Duncan volunteered, slamming a fist into his palm, "I've been itchin' for a good challenge like this."

Principal O'Halloran nodded in the punk's direction, "And from Class A?"

"I volun—"

"I'll do it."

Trent was interrupted by Bridgette, who stepped forward. Gwen felt a little uncomfortable by the thought of her best friend and ex almost duking it out, and felt a little relief to see Bridgette step in.

"You sure, Bridge?" Trent asked, raising an eyebrow.

"Positive," she replied, smiling lightly, "Besides, how bad could one bad boy be?"

"Oh, you'll see," a sinister smirk came from the delinquent, as the two stepped forward and sat into the arm chairs. Once the helmets were secured tightly to their heads, the monitor read that the match would be between Thief Duncan and Cleric Bridgette.

"Duncan!" Harold exclaimed, "By my experience, I'm guessing this is going by RPG terms, so—"

"Oh, stuff it, Doris!"

"Uh," Noah chimed in, "As much as I'd like to see you get your ass kicked, I'd recommend you listen to—"

"I've got it, billboard brain!" Duncan interrupted Noah as well, "Relax!"

"Good luck," Bridgette sincerely gave her opponent, who scoffed in reply. With that, the battle was beginning.

* * *

Duncan, in warrior armor, found himself on a field near a river. Several knives were tucked away on his person, which he couldn't help but notice almost immediately.

"You ready?" Bridgette, in a blue dress and carrying a staff with a sapphire orb at the end of it, asked, striking a battle position.

"I'd be asking yourself that, Malibu Barbie," he replied, pulling a knife out and throwing it at Bridgette, hitting her dead on. She winced for a second, before dashing over towards the thief, her rod high above her head. Duncan drew another knife and dashed forward as well,

Duncan slid to the right, barely dodging a strike from Bridgette's weapon, landing a good hit on her from the side. He felt a lot faster than usual, letting him hit quite a few more hits on her before she held her head in apparent pain.

"I'm guessin' that's the noise the wonder twins talked about last round?" Duncan asked, a smirk crossing his lips, "Guess this one's all over."

Bridgette didn't reply, instead twirling her rod in the air, causing a wave of blue light to radiate around her.

"Much better," she muttered, before striking Duncan full on in the face.

"Oh, it's on now!"

Duncan sped up again, throwing his knife right into Bridgette's stomach, before drawing two more and slashing her arms, Bridgette not even trying to defend herself. Once again, that same blue aura enveloped her, healing her once again.

"Argh!" Duncan groaned, annoyed, "Why won't you go down already?!"

"Come on, Duncan," Bridgette sounded a little disappointed, "Don't you get it?"

Duncan charged her once more, Bridgette sighing, deciding to put him out of his misery.

* * *

Duncan yelped from the electric shocks coursing through his veins, before asking, "How did—Come on, O'Halloran! That was definitely cheating!"

"It wasn't cheating," Bridgette explained, "A cleric can heal. Of course just charging me again and again would make you lose."

Duncan grumbled, removing his helmet and rejoining Class F. Gwen nudged him in the ribs, smiling slightly.

"You know," she reassured, "you didn't do that bad for someone who just didn't get it. No wonder you're in Class F."

"Yeah, yeah," he couldn't help but laugh, "You're in Class F too though, remember?"

She shrugged, laughing as well, "Yeah, true. But I think I would've tried something else after the first time."

"Well, Class F," Principal O'Halloran chimed in, "It's two to zero. Once again, you guys get to choose who will be going next."

"I volunteer as tribute," Harold rose his hand, grinning pridefully.

Ezekiel looked around a second before whispering to Courtney, "Okay, even I knew that was from that Hungry Gaming thing, eh!" Courtney rolled her eyes.

"This'll be over in a snap," Heather stepped forward, shooting Harold a death glare, "This isn't even a challenge. Why don't your little class of losers back down now before you get totally embarrassed?"

"Back down?" Harold asked, as the two walked over to the arm chairs, "We might be the lowest of the low. The worst of the crop. The unused husks of the meal. The—"

"We get it," Trent interrupted, not in spite, but in pity that Harold was digging their hole deeper, "You guys aren't that bad. It's just a stupid class rating." B, another of Class A's students, nodded in reply.

"Gosh!" Instead of taking their compliments in stride, Harold shot back, "You ruined my amazing monologue!"

"Look," Heather spoke to the geek as they put on their helmets, "Just so you know, we won every match against Class C. I'd recommend you back down now and save yourselves the _embarrassment_."

Harold stared Heather down before yelling out, "Never!"

The monitor read, "Samurai Harold VS. Overlord Heather" before plunging them both into the virtual world.

* * *

Harold, decked out in a samurai's costume, stood in a desert, facing Heather, dressed in what he could only assume was a non-sexualized dominatrix outfit.

"Here's your last chance," the queen bee offered, a whip in her hands, "If you give up now, I won't have to humiliate you in front of everyone."

"A true and noble warrior doesn't back down from a fight, milady."

Heather wrinkled her nose in disgust over being called that, "Well, then. Don't say I didn't warn you!" She cracked her whip toward Harold, who barely dodged it.

Whip crack.

Dodge.

Whip crack.

Dodge.

"Would you stay still?!"

She cracked her whip again, this time Harold jumping to dodge it.

"Sorry," his apology didn't seem quite that sincere, "But this kind of challenge is where I'm in the zone!"

Heather snarled, building up what seemed to be dark energy in her palm, sending it flying at Harold. The geek slammed his sword on the ground, creating a shockwave of light to fly back, making an explosion where they collided. However, once it cleared, Harold was nowhere to be found.

"Finally giving up?" she cackled, before hearing the sound of a sword behind her.

"Samurai Art! Dance of the Mayflower's Seventh Inning Stretch!"

* * *

Heather didn't know what hit her, but she was now being electrocuted and being brought back to reality. "Wh-what? How did you do that?!"

"And how can I do a 'Samurai Art: Dance of the Mayflower's Seventh Inning Stretch?!'" Izzy added, excitedly.

"Better yet," Duncan chimed in, "Why would anyone name a finishing move—"

"Which was basically you swinging your sword wildly and getting lucky with hits," Gwen added.

"—That ridiculous name?!"

"Have none of you played Samurai Academy: Rise of the Samurai Warriors from Planet Eighty-Eight?!" Harold exclaimed, "Uncultured swine, the lot of you!"

Blaineley, actually a little surprised that Class F actually won one tentatively announced, "Uh. It looks like Class F is on the board with a point."

"This isn't over," Heather crossed her arms, as she walked back to Class A, "That was nothing but loser's luck!"

"Yeah," Ezekiel shot back, as he high-fived Harold, "But that loser's luck was lady luck, eh!"

"Alright, Class A," Principal Blaineley turned to the superior class, "Who are you using for this next round?"

"I'll go for it," Trent stepped forward again, "That alright with you, Dawn?"

Dawn nodded, "That's quite alright. Good luck!"

"And Class F?"

Courtney stepped forward, smiling, "This'll be a piece of cake."

Instead of the usual smack talk the two classes had been involving themselves in, the two competitors walked over to the arm chairs and shook hands.

"Good luck," Trent sincerely stated.

"Ditto," was Courtney's calm reply.

"Ugh," Blaineley soured, "Come on. There's nothing interesting about wishing each other luck!"

Trent shrugged, as he put his helmet on, "I see no reason to have any animosity with _most _of Class F."

"And so do I with Class A," Courtney agreed, securing her own helmet on.

The monitor read that Bard Trent would be fighting off against Valkyrie Courtney and the fight was underway.

* * *

Instead of a vast landscape, Trent and Courtney found themselves dressed in medieval clothes and in the middle of a plain arena.

Trent, carrying a guitar, asked, "Are you ready for this?"

Courtney, striking an offensive position with a sword and shield, replied, "Just hit me with your best shot!"

The musician shrugged, strumming the guitar.

Courtney arched a brow, "Uh, as much as I appreciate the song, don't you think we should start the match?"

"I am."

This was incredibly confusing, but the CIT shrugged and dashed toward Trent. She was stopped in her tracks by a blast of musical note shaped energy from Trent's guitar. This was quickly followed by the siren indicating that she was losing.

"What?"

Trent stopped strumming and smiled, "It was a good try. But I won't go down easy."

He strummed once again.

The musical note connected…

…against Courtney's shield.

"How primitive," Courtney scoffed, "I thought it was something a lot more interesting than _that_."

Trent widened his eyes, before playing a riff of notes on the musical instrument. The wave of notes zoomed towards the Latina, who swung her sword at each note, which dissipated with each hit. She was quickly gaining ground and Trent was playing more complicated chords with each passing moment.

"The thing is," Courtney said between each slash, "I happen—argh! –to play the violin! One thing I know? Hyah! Is music!"

It was then, that she had made it to Trent, who grinned and dropped the guitar, raising his hands to the air.

"I concede," he spoke, "Okay, Principal O'Halloran. You can shock me."

And shock him she did.

* * *

Courtney took off her helmet and crossed her arms, "Why did you give up?"

He shrugged, "I was losing, wasn't I? My only trick wasn't working. Good job."

"I knew Elvis wasn't that big of a challenge," Duncan scoffed, before getting elbowed by Gwen to knock it off.

Trent shot Duncan a glare, but went back over to Class A regardless.

"Ugh!" Heather exclaimed, "How did you lose?! We're Class A for crying out loud!"

"Just so you remember," Bridgette reprimanded the queen bee, "You lost too, Heather."

All Heather could do was cross her arms and glare at the surfer girl.

Courtney returned to Class F, high-fiving Katie on the way over, "We've got this guys."

"Don't be so sure," Noah dryly reminded, "We still have three more matches to go. If Ezekiel and Gwen can't hold their own, I can't promise I can convince Dawn—"

"Convince me of what?" The moonchild had popped over next to Class F, causing each and every one of them to jump in surprise.

"Can you not do that?!" the Class F rep asked of the Class A rep.

She shrugged, "I'm just curious, that's all."

"Curiosity killed the hippie," was Noah's sarcastic mumble.

Dawn rolled her eyes before asking, "I don't get why you guys went through classes D and B to get to us. I assume by your aura it was less of a strategy and more prideful?"

"Wait, _what_?" Gwen asked, raising a brow, "We did all of that because of pride?"

"Most likely," Dawn shrugged, "Regardless, ever since I've known Noah, he's been a prideful—"

"Will you _please _go back to Class A?"

She shrugged, "Fine. Good luck!"

By now, all of Class F's eyes were on Noah, who was more than a little annoyed at this moment. To their defense, so was Class F. Dawn was known for never being wrong with her so-called "aura readings". And even for the ones who found it poppycock, it was obvious by Noah's reply, their challenges on classes D and B were less of a strategy and more to boost his ego.

Principal O'Halloran, enjoying the awkward silence, broke it by asking, "Well, then. Who's next?"

* * *

**Next time: **It's Ezekiel, Gwen, and Noah VS. B, Dawn, and Izzy. Which class will come up on top?


	13. All or Nothing

**Arc I.**

**Chapter Twelve: **All or Nothing

* * *

Ezekiel and Izzy volunteered to be the next two competing. While this was going on, Duncan and Gwen "convinced" Noah to head outside of the Arena for a little talk.

"Okay, Intan," Duncan spoke, arms crossed, "What's the meanin' of this crap?"

"I don't know what you mean."

Gwen frowned, "We're not playing games, Noah. Did you really do this to fulfill your own ego?"

"And if I did?"

His calm, dry voice didn't falter once. This, of course, didn't help neither of his classmates' opinions toward him at the moment. A sigh escaped the bookworm's lips.

"This whole thing wasn't to satisfy my ego," he explained, "I _do _want to prove that Class F's more than just a bunch of idiots."

Duncan, who had heard this before, snapped back, "Then why the hell'd you make us go against Class D and B for? Thanks for wasting our time!"

"Like you'd understand, punk breath."

At that, Duncan snatched Noah up by the collar and asked, "What did you just call me, egghead?!"

"Stop," Gwen came between the two, "Noah, what exactly did that mean?"

"None of your business."

"Uh, it _is _some of my business if I'm the one saving you from a concussion," Gwen snapped back, not wanting to play this game, "Now spill it."

Noah frowned, "Neither of you'd understand the pressure it is to be the runt of the litter. To be the one who doesn't get any attention because you're not athle—"

He was shut up by Duncan shaking him, "You don't know any freaking thing about me or Gwen, do you?"

Gwen pursed her lips. Duncan was also the runt of the litter in his family. A family of police officers. He was the problem child of the family, and only had an interest in school so he could become a police officer and get at least a little respect out of his parents, even if it was the last job he wanted to ever take.

She was no better either. Ever since her father walked out on her family, she felt like she was at least a primary cause. This furthered her already decent rebellious streak, and honestly caused her mother to straddle a line between smothering and fear for her daughter. Neither of their family life was a walk in the park.

"Can you let me down?"

"I _should _hang you from the highest locker."

"Didn't I just say stop it?" Gwen warned both of them, before facing Noah, "So, let me guess. Our victory over Class D and Class B were trophies to prove to your family you're more than just a brain, right? That you're a leader?"

Noah's silence answered her question.

"I thought so," she sighed, "You know, you would have saved us a lot of trouble from the beginning if you actually talked to the rest of us about your so-called strategies. I'm pretty sure we would have went along with it without the deceit."

"Speak for your—" Duncan cut himself off when he noticed Gwen's icy glare.

"We're Class F," she continued, "If we're going to go from the bottom of the barrel to the top of the world, we're going to shoulder that together. You might be the class rep, but you're not the sole person who wants this. All of us do, in our own ways."

Gwen made a good point. He hated to admit it, but Noah didn't even think to assume that being put in Class F would be a hit to a majority of his classmates.

"It's rare that someone can actually outsmart me in a debate," Noah replied, "I'm not sure I like that."

"Did you even—"

"That's why," he spoke in the middle of Duncan's sentence, "I'm gonna…" His voice trailed off into a mumble.

An amused smirk crossed both Duncan and Gwen's face.

"What was that, dorkus?" Duncan taunted.

"I said," Noah mumbled again, "I'msorry."

"We can't hear you," Gwen added.

"Fine!" the bookworm exclaimed, "I'm sorry, alright? I actually did something stupid for once! Are you happy now?!"

Duncan and Gwen burst into laughter, as Duncan dropped Noah to the ground, letting the bookworm land on his rump.

Once he quieted down, Duncan replied, "Not really. But man, I never thought you'd stoop _that _low, whiz kid!"

Noah flashed red, both out of annoyance and embarrassment, "I didn't ask for—"

"Save it," Gwen interrupted, "Like I said, we're Class F. We do things together. Even if our class representative is a total douchenozzle with an ego the size of his brain, we'll still stand behind him. Right, Duncan?"

Duncan shrugged, "I don't really stand behind geekwads. But I will say, we got this far, and I definitely was the one who urged you into it, so I ain't backin' down yet."

It wasn't an actual token of forgiveness, Noah noticed. But it was definitely a start.

He hated this odd, warm sensation in his chest so much.

* * *

In the virtual world, Ezekiel the archer and Izzy the engineer were almost evenly matched. The siren warning them that they could be defeated at any moment was sounding in both of their heads.

"You have done well, Archer of the Blue Sky!" Izzy bellowed, "Our rivalry has been interesting to the very last moment!"

"Uh," Ezekiel droned, bewildered by Izzy's actions and a little disoriented from the loud noise, "What?"

"But you have to say, this rivalry which has gone on for several eons has gone on long enough, Disciple of the Blue Sky!" she continued, "And for that, I must end it now, before the eclipse of the seventh moon closes upon us!"

"I don't get it, eh—"

"Banzai!"

"Aaah!"

The last thing Ezekiel saw was a stick of dynamite lobbed at his head before he was brought back to reality by the electric shock.

* * *

Izzy pouted, mumbling, "Maaan, I shoulda threw the fight. I so wanted to get electrocuted! Better luck next time, Archer of the Blue Sky!"

"I don't get what you're even saying!"

Izzy ignored him and waltzed over to her team, receiving a high five from both Dawn and B. Ezekiel, in turn, returned over to Class F.

"Oh," Ezekiel seemed a little disappointed as he turned to Noah, "You're back, eh."

"Drop it," was the bookworm's reply, "Gwen. You ready for this?"

"You're going to ignore the fact that you led us on a wild goose chase to begin with?" Courtney asked, arching a brow.

"I don't expect you to forgive me," he shrugged, "And begging for forgiveness is _so _last century. So, I'm sorry to say, _yes. _I am."

Before Courtney could argue back, Gwen stepped forward, "Chill, guys. I'll take care of this, alright?"

B stepped forward for Class A, giving a finger snap of acknowledgement toward Gwen.

"Um," Gwen tilted her head slightly, "Okay, then?"

"B doesn't talk," Dawn explained, "But he does say good luck!"

As Gwen sat down in one of the armchairs, she replied, "Sure, I've seen weirder. Good luck to you too."

B nodded in reply and the fight was on. It was Cultist Gwen VS. Pilot B.

* * *

Gwen, dressed in a hooded cloak and a thick book in her arms, was in a ruined city, standing a few feet away from B, who was in something not too different from what seemed to be a Power Rangers suit.

Neither said a word, silently giving each other a once over instead. B snapped his fingers and a giant, colorful robot descended from the heavens. With a single leap, he jumped into its cockpit, and it struck an offensive pose to fight Gwen, who was an ant in comparison.

Gwen skimmed through her book once, before slamming her hand down on a page and calling out, "I summon thee, the crawling chaos! Come, Nyarlathotep!"

The sky grew dark. Clouds infiltrated the previously clear sky and a flash of lightning struck, as something horrible reared its ugly head.

B paled in fright.

* * *

B didn't yelp when he was electrocuted. Not a single noise was uttered from the silent giant. Instead, he took off the helmet and shook Gwen's hand in congratulations.

"With that, Class F and Class A are tied once more!" Blaineley announced, as Gwen walked over in relative relief to the rest of her class, "From now on, it's down to Class A's rep, Dawn Ray versus Class F's rep, Noah Intan. Come on down!"

"You sure you got this, egghead?" Duncan asked, "Because this is literally it."

"You're not going to do anything, like, rash again, right?" Katie added, frowning.

Noah shrugged, "I plead the fifth." He stepped forward to meet Dawn in the center of the arena.

"Are you ready?" Dawn asked in a patient tone.

"Almost," he replied, "First, I'd like to change the challenge, if that's okay with Principal O'Halloran."

"Sure, sure," Blaineley gave an almost bored tone, "Do whatever you'd like."

"Alright," Dawn nodded, "What did you have in mind?"

"Just a simple one-hundred question test," Noah replied, "The subject will be elementary school history."

"Well, that's kind of an odd choice," Bridgette mused.

"The fight'll be determined by how focused they are," Trent added, "That's actually a pretty smart move."

"Alright, then," Blaineley motioned to Mr. Hatchet, "Go grab two tests, why don't you?" The burly man frowned, but stomped out to retrieve some tests from Mr. McLean.

"Alright, dorkus!" Duncan called out, "This is your one chance! Don't screw it up!"

"It's not like we'll hold it against you or anything!" Harold chimed in, before nervously adding, "Well, maybe not."

"I don't really care about what you did," Courtney was honest, "I just want to see you win!"

Noah nodded. He was a little nervous, admittedly, but he was going to give it his all.

"That's what I thought," Dawn spoke, breaking Noah out of his silence, "I'm going to assume that the reason why you chose elementary school history was because you taught me the wrong answer to a question as a kid because I was bothering you. Correct?"

Noah froze. This wasn't a good sign at all.

"But just so you know," the moonchild continued, "I figured that you'd do that every once in a while. So, I've re-learned all of the material. Sorry to say."

"Dawn—"

"Don't worry, though," she interrupted him, "I'm sure we've both got an even match here. It all comes down to focus. Good luck."

The feeling in the pit of Noah's stomach wasn't helping matters in the very least.

* * *

A few minutes later, Noah and Dawn retired into a classroom to finish their tests. A good thirty minutes later, both of them returned. Blaineley, who was filing her nails impatiently, flung her nail file to the side and stood back up.

"This is it!" she announced, "These test scores will announce who won the close match between Class A and Class F!"

Class A cheered. Class F cheered. Both sides were pretty sure that their representative had the shot to have won. Dawn was the highest ranked student in the school, so it would take a lot to bring her down, especially in a trivial challenge like this. On the other hand, Noah was known as a teen genius, only being in Class F for a reason only the heavens seemed to know.

"Dawn, if you would," Principal O'Halloran spoke up again, "place your test score into the grading machine."

Dawn nodded and did as she was told. The machine buzzed for a moment, as the arena's monitor began to flash a random assortment of numbers from between one and one-hundred.

It finally stopped on the number ninety-nine.

Dawn had missed a question on the test.

She turned to face Noah and smiled, "I'm not really the liar type. You probably noticed that I still didn't know the correct answer, huh?"

In all honesty, Noah didn't think she was bluffing, but lied regardless, "Of course I did. You might be the smartest person in the school, but it's hard to forget something like that from a young age."

Dawn's expression seemed nigh unreadable. It was easy to tell if Dawn was angry or not, but no change in her expression was even scarier.

"Well, Noah?" Principal O'Halloran asked, "We don't have all day."

"We might actually have this!" Courtney exclaimed, "We might have Class A's equipment!"

"Seriously, eh!" Ezekiel added, grinning, "And now I get to go home without splinters every afternoon!"

Duncan didn't say anything, and just rose a rock symbol to show his relative excitement.

Noah walked over to the grading machine and inserted his finished test. The machine rumbled for a moment, before the jumbled mix of numbers flashed on the overhead monitor.

They stopped.

Noah Intan had scored a ninety-seven on the test. Dawn had won this battle of focus and it was easy to see that what Dawn said before the test actually effected the bookworm.

"The winners of the challenge are Class A!"

Class A erupted into cheers. Class F, not so much. Dawn turned to face Noah and extended her hand, smiling.

"You did a good job."

"Not good enough."

"You can definitely say that again!" Duncan called out.

Courtney shot Duncan a death glare, "You sure are helping our class morale."

"I ain't wrong," was Duncan's reply.

"Like we could have done much better," Gwen chimed in, "Think about it. She might not seem like it, but Dawn is a little intimidating."

The punk gave a leer toward the two class reps. Dawn definitely didn't seem that intimidating. Odd, but not necessarily intimidating. He finally scoffed and spouted, "Whatever."

"If it's okay, I want to go ahead and do the negotiations," Dawn spoke again, "Miss Blaineley?"

Blaineley gave a dismissive hand wave. Now that the challenge was over, she didn't care either way.

"Negotiations?" Noah asked.

"I'm sorry to say that you'll be downgrading your equipment as the usual low-ranked class rules," Dawn explained, "But I want to enforce my part of the bargain we made before the challenge."

"I kinda can see why you were against bargaining," Harold whispered to Katie, who nodded knowledgably in reply.

"Okay, spill it."

"Class A is allowed to visit Class F at any time."

Class A looked bewildered. Class F looked bewildered. Principal O'Halloran looked bewildered. Noah looked bewildered. Dawn didn't budge in the slightest.

"Uh," the Class F rep deadpanned, "What?"

"Just as I said," she replied, "Besides, don't you think it's time for us to be friends again?"

"Okay," Noah pinched his nose to counter the incoming migraine that was coming in from processing this, "I thought you'd be mad because of what I did—"

"I'm not the happiest," Dawn replied, "But unless you harm mother nature, I won't hold a grudge. We were friends since elementary school after all."

"So I have no right to reject?"

"You do, but do you?"

"Not really."

"Good," Dawn nodded, "We still have time before the lunch period ends. Shall we catch up?"

"As long as I don't have to eat rabbit food," Noah snarked, but smiled regardless, "Sure. Why not?"

The two left the arena and the arena fell into dead silence. What just happened was a little beyond everyone's imagination, and no one said a word. One by one, Class A left, talking amongst themselves.

"Well, maggots of Class F," a voice spoke behind the six remaining participants of Class F, "You guys lost the challenge."

The six turned around to look for the source of the voice and saw the teacher from the remedial class, Mr. Hatchet.

"Um," Ezekiel seemed even more confused now, "Can we help you, Mr. Hatchet?"

"In a way," Mr. Hatchet chuckled, "I'm preparing to explain a… change of business for Class F."

The six shared worried looks. This didn't sound good at all.

"Congratulations, soldiers," he continued, "Because you lost the war, not only are your desks now cardboard boxes, but Mr. McLean wanted nothing to do with your class. He's takin' over the remedial class and I'll be your homeroom teacher for the rest of the year."

"What?!" they almost yelled in unison, except for Gwen, who just seemed irritated by the punishment.

Mr. Hatchet was known as the Teacher from Hell, simply because of his general-like strictness with the results of his students.

"Now listen up!" he roared, "You guys actually performed very well against all three of the classes you went into battle against! It _almost _brought a tear to this old warrior's eye! However, that still wasn't quite enough!"

Although, this was mostly Noah's fault. He was the one who lost in the very end. Mr. Hatchet, however, was a strict believer in teamwork and punishing everyone for one's mistake.

"Flynn," the teacher turned to Duncan, "I'll be giving… 'special' supervision to you and Noah Intan, because you two were the ones who headed this up and yet still failed spectacularly."

"Excuse me?!" Duncan shouted, "If you think that it's gonna be any different from being in your class last year, you're mistaken, dude!"

Mr. Hatchet sighed, "As I expected. From tomorrow onwards, besides the normal lessons, I will give the both of you an extra hour after-school lecture."

It would be three months until the class could participate in another challenge. Even if it was a harsh loss, this would give them time to survive Mr Hatchet's lectures and finally escape them by defeating Class A in November or December, given if the class would be up to it.

Harold, Katie, and Ezekiel took this time to slink off as Gwen nudged Duncan and said, "Speaking of, I'm sure your lectures'll start tomorrow. We _should _go to that restaurant we talked about on the roof last week."

"I'm already bad enough at handling my money," Duncan shot back, "You wanna make me totally broke?"

"Actually," Courtney added, smiling, "you should count me in on that."

"And _why _would I take you, Princess?" Duncan asked, actually worried for his wallet at this rate, turning back to Mr. Hatchet, "Actually, let's have that lecture today. Like they say, 'strike while the iron's cold', right?"

"Idiot!" Duncan could hear Harold's voice from outside the arena, "It's 'strike while the iron's hot!'"

"Oh, shut up, Doris!"

"How enthusiastic," Mr. Hatchet sported an evil smirk, "However, don't overwork yourself, Flynn. _Just go have fun today."_

"Damn it!" Duncan cursed, "You can tell I'm in financial crap, can't you?! When I graduate—"

"If," Mr. Hatchet corrected.

"—I'll be definitely waiting for you with a baseball bat, you geezer!"

"Love you too, Flynn," was the teacher's reply, as he stomped away.

Duncan looked at Courtney and Gwen's similar smirks. He felt a burning pain from deep within his wallet.

With this, the story of Class F trying to take down Class A came to an abrupt end. In three months, they would have a new chance to take down Class A, but for now, it was back to "normal" life. As normal as Wawanakwa Academy was, anyway.

But this wasn't the end of the story. Even the months between the next challenge were filled with adventures that would change the history of Wawanakwa Academy forever.

* * *

**End of Arc I.**

* * *

**Not only was this the longest chapter yet, but was the grand finale to the first of quite a few arcs of this story. We still have a lot of ground left to cover, so I hope you guys will continue to read this long-ass story.**

**I argued with myself over who to have Gwen and Ezekiel fight in the challenge. One day, there may very well be a match where Gwen goes against Izzy and Ezekiel goes against B. You'll just have to wait and see!**

**The next arc will be focusing on Courtney and Gwen developing a friendship, Class F's dynamics in general (with Class A popping in every once in a while, changing the dynamics up as well), the consequences of being in Class F unfairly, Duncan's role as a probationary student, and Noah redeeming himself for his acts in the first arc. So it'll definitely be an interesting storyline. Or at least I hope so. You'll either get the next chapter tomorrow or the 29th or either September 1st/2nd. So keep your eyes peeled, and thanks to everyone who's read the first arc! Thanks so much!**

**Speaking of arcs, if you want to, tell me what you thought about this first arc in general. Favorite things that happened? Least favorite things? The pros of the story? The cons (because I am _definitely _not adverse to constructive criticism)? What you'd like to see in upcoming storylines? What characters (even characters who haven't debuted yet) that you'd like to see more of? Your favorite character of this arc? Least favorite? Go nuts!**

**Until the next chapter!**

* * *

**Next time: **Class F settles back into their normal lives, as the first school event of the year looms in the close distance! What new adventure will this bring?


	14. One Year Earlier

**I usually don't put an author's note at the top of a chapter, but I actually owe you guys a _quick _explanation.**

**We're not going to go into Arc II quite yet. Why? Well, I did some trimming down of the story, seeing as this was originally going to be seventeen arcs. It's now trimmed down to eight main arcs and several "mini arcs". None of this will be considered filler (except for one mini-arc much later on, and even then, I think it'll be pretty fun), so this _should _be a win-win situation. Mini-arcs will be three chapters at the most, and are definitely part of the narrative.**

**This is the first mini-arc of the story. It takes place during sophomore year, exactly one year earlier than Arc I. It'll actually be a good lead-in to a lot of the stuff going on in Arc II and will work as both an explanation as to why Duncan is a probationary student and as a look into the group before becoming Class F, so just hang with me. **

**And off we go.**

* * *

**Mini-Arc I.**

**Chapter Thirteen: **One Year Earlier

* * *

A sixth grade boy seemed genuinely worried about his sister. She seemed worn out ever since their family had moved to Muskoka and since she transferred into Wawanakwa Academy. He wondered if someone was irritating her in school. Then again, her classmates sounded really interesting from the stories she had told him.

What was wearing her out? Studies?

He shrugged it off.

Her birthday was coming up. As much as she hated to admit it and as much as it clashed with her image, she enjoyed stuffed animals.

If only he had enough pocket money to buy one for her.

* * *

"Alright, maggots!" Sophomore year homeroom teacher, Mr. Hatchet, exclaimed, "Put yo' bags on the table and open 'em!"

No sooner did the homeroom period start did the large class of sophomores heard the roaring voice of Mr. Hatchet. Sophomore year was the last year before the students would be split into classes, making it a make or break year of studies.

Duncan Flynn, of course, really didn't care. Nothing he brought to school that day had anything to do with studies. He thought about sneaking out when he heard the burly man add:

"And none of you soldiers better even _think _about running off!"

It would be a hard task to escape the former drill sergeant anyway. Those sinewy legs looked like he could have caught up with anyone, except for maybe Izzy.

"I'm gonna check your stuff," he continued, "Any items that ain't got crud to do with class will be confiscated!"

Starting from the first row near the corridor, he went round the rows to check the contents of people's backpacks, confiscating trading cards, cell phones, magazines; the works.

"Intan," Mr. Hatchet turned to the resident smartass, Noah Intan, and ordered, "Show me the contents of your backpack."

Noah sighed, unzipping his backpack, "Okay, so I brought a comic to read. Big deal—"

Mr. Hatchet snatched the comic book out of Noah's bag, "Thought so. I'll be takin' that. Ooh, the new Flash comic—Uh, I mean—As you were, soldier!"

Duncan, who was sitting next to Noah, whispered, "Sucks to be you, eh, brainiac?"

"Did I give you permission to talk to me?" Noah whispered back, rolling his eyes.

Duncan soured. He definitely would end up giving the bookworm a swirly later in the day.

"You're next, Flynn."

"Yes, sir," Duncan deadpanned, giving a faux salute.

"Take off your uniform and change into your gym clothes."

"What the hell?!" Duncan exclaimed, "You're kidding, right?! You have _that _little trust in me, Iron Man?"

"Of course I don't," the man was blunt, "You might have prohibited crap hidden up your pants leg, so head outside and change your clothes."

"C'mon!" Duncan got in the man's face, "Even _I _wouldn't stoop _that _low! You should at least trust me—"

As he stood up to get his point across, something dropped out from Duncan's pants leg and hit the floor.

"Yo, mosshead," Noah deadpanned, "You dropped your lighter."

Duncan gave an innocent grin to Mr. Hatchet, who replied with, "Don't bother changin', Flynn. You can't even be trusted in your gym clothin'. You've brought lighters, pocket knives, video game consoles, and who knows what else to school. What the crud do you think school is?!"

The burly ex-soldier snatched the lighter off of the floor and pocketed it, "That all? Lemme repeat it again 'cause you never listen. School's where you learn, maggot. And since that spot check took a while, there won't be any homeroom today. Get your butts on over to physical education, soldiers!"

Marking the end of his class with that, Mr. Hatchet marched out of the classroom, with all of the confiscated items in his bag.

* * *

For freshmen and sophomores, physical education was a little different than in most schools. They would be like mini-challenges to get them ready for the challenges they would have when they became juniors and seniors. The sophomore class found themselves lined up in the gym, doing miniature practice challenges.

"Just an hour into school," Duncan heard Noah complain behind him, "and Hatchet's already been on a confiscating spree."

"No, really?" Duncan spat, more than a little annoyed that Noah helped get him in worse trouble, "I lost my brand new lighter!"

"Which you most likely stole," Harold McGrady, enemy to Duncan, piped in.

"Zip it, Doris," Duncan threatened.

"The games you brought a few days back are confiscated too, right?" his best friend, Gwen, added, "Shouldn't you have those back by now?"

"Yeah, but there was so many of 'em, he's keeping 'em until the end of the week," Duncan complained, "And I'm sure that they cost up to three-thousand bucks altogether too."

"Which you _did _steal," Harold narrowed his eyes, "From me!"

"And I'd do it again, too."

"Next up," the conversation was broken by the voice of Josh Victors, "I need Courtney Ramirez and Brick McArthur to run the obstacle course."

Courtney Ramirez stepped out of line, confident in her physical abilities. The obstacle course wasn't anything like an actual challenge, after all. Although, Brick McArthur was a pretty tough opponent, she had to admit.

"Good luck, ma'am," the cadet saluted the CIT.

"Thank you," she replied, "But luck isn't a factor in this."

"Go!"

They both were off like two individual gunshots. While they both tried hard, it was obvious that Brick had the upper hand. When he crossed the finish line, he noticed the extremely aggravated look on Courtney's face and shirked back. Everyone in the sophomore year knew not to say anything if Courtney lost anything.

Katie, one of the wonder twins, mused, "Wow. Courtney, like, actually lost!"

"I know!" her best friend, Sadie, added, "I totally don't want to get near her right now!"

"Gosh!" Harold exclaimed, "I'm sure she can't be that bad!"

"I demand a recount!" the CIT screamed, "Brick obviously cheated!"

Jo Kline, who was standing nearby the group snorted, "Oh, yeah. She's _obviously _not that bad."

"Hey, Duncan?" Gwen asked, nudging the punk in the ribs, something she did often to get his attention, "Don't you know Courtney?"

"Unfortunately," he scoffed, "I think we were both classmates in elementary school, but she's such a stick in the mud, she definitely rages every time we speak."

Gwen shrugged, "It's not like you'll be in the same class as her anyway come next year. She's probably going to be in Class A when we all split up."

"You sayin' I won't pass those placement exams, Pasty?" Duncan teased.

"I'm not saying you're Einstein," she teased back, laughing slightly.

"Like I'd care," he inhaled sharply, "Although, I would like to see her take that stick out of her ass. And I will say, it _is _a fine a—"

"Please don't finish that sentence," Gwen interrupted, looking more than slightly perturbed.

"Next!" Josh called, "Duncan Flynn and Gwen Addams! To the obstacle course!"

"Well, what do you know?" Gwen asked, as she stepped forward, "Looks like we'll be wasting our time and energy against each other. How fun." She boredly twirled her hands in front of her face.

"I know," he groaned, joining her at the starting area, "This is the lamest thing ever."

"But I will say," she replied, pursing her blue lips, "If I had to be crushing anyone at something trivial like this, I'm glad it's you."

Duncan narrowed his eyes and put on a competitive smirk, "Really now, Pasty? I'd like to see you try."

"Go!"

Both were off with comparative speed to each other, but not near as fast as Courtney and Brick were. As they hopped and ducked through the course, they turned their heads to the side to converse as they ran.

"It doesn't take—ugh—much to outrun you," Gwen teased, "You kinda have—hup—short legs."

"Hey, keep the short leg crap to yourself," he replied, jumping over an elevated tire, "I—"

"Duck!"

"Duck?"

It was then that Duncan was beaned in the face by an elevated balance beam, effectively knocking him out.

* * *

This definitely wasn't Duncan's day. On top of getting his stuff confiscated and getting embarrassed in front of his class with a black eye to boot, he had yet another bad grade to show his demanding police officer family when he got home.

"Oh, cheer up!" Katie, who was sitting on the other side of the punk, "It totally could have been worse!"

"Yeah!" Sadie added, sitting on the other side of her BFF, "You could've wet your pants like that one junior did at beginning of the year assembly did!"

Duncan, Katie, and Sadie were an odd three. Despite him finding them incredibly annoying at times, the two girls found themselves talking to the delinquent every once in a while. And honestly, and he would never admit it, Duncan enjoyed their company every once in a while.

Unknown to all three of them, in one month, this odd friendship would end abruptly. But this was a story for another day.

"That's right," Duncan replied, "Neither of you got anything confiscated, huh?"

"Nope!" Sadie confirmed, smiling.

"Well, Sadie didn't," Katie corrected, "I totally got some costumes and props confiscated from my bag, and they definitely have to do with school!"

"Yeah, but Kates," Sadie reminded, "They already provided you some, so those you brought from home totes don't count."

"Oh, yeah… That's right!"

The one thing that rivaled Katie's love for sports was her love for theater. Not many people knew it, but Katie was actually extremely good at acting and arts and crafts. Sadie was just as good, if not three times better, in the arts and crafts department and would often be called in to make props and help paint stages for the drama club.

"Yeah," Harold butted in from his seat behind Sadie, "But why did Mr. Hatchet have to confiscate _everything_? He could've given us some leeway!"

Noah, who usually didn't interact with Duncan, Katie, Sadie, or Harold, spoke up, "You're only saying that because he took Duncan's games. Oh, I'm sorry. _Your _games." His voice was dripping with an amused tone.

"Did anyone ask either of you, Dork and Dork Junior?" Duncan asked, shooting a glare at both Harold and Noah.

"Gee," Noah deadpanned, "Were you waiting all semester to hit us with that… Well. I wouldn't call it a _witty _statement."

"And what the hell's the point with this challenge crap anyway?" Duncan complained, ignoring Noah's smartassed mouth, "It's so freakin' useless!"

Noah tuned himself out of the conversation there. Maybe Duncan didn't find the challenges important, but Noah already had the thought in his head that he would change the entire system to a more equal system when he entered junior year; even if it meant he might be put in Class F to do it.

"That's easy," Sadie answered, "They do it to motivate us. Yeah, it's _waaaay_ overboard, but think about what people in Class F or E think when they're given all of those gross desks and stuff?"

"Seriously!" Katie added, grimacing, "I hope I'm never put in Class F!"

"So basically it's punishment piled onto punishment, huh?" Duncan scoffed, "If I knew that, I would've stayed in juvie or found a different school to go too." This wasn't that true, of course. Wawanakwa Academy had a great relationship with a police academy in the city. It would both shut up his family and get him a "get out of jail free card" if he stayed on that path.

Before he could say anything else, he grunted, as he felt the back of his head being flicked. He turned back to glare at the assailant, who was none other than Gwen.

"Shouldn't you be helping me with something?" she asked, "If you remember, last week, we got in trouble for _your _graffiti stunt and we're supposed to be cleaning it up between classes."

Duncan slammed his head down on his desk. He really did hate Wawanakwa Academy.

* * *

The school day was finally over. After helping Gwen finish cleaning off all of the graffiti on the lockers, Duncan decided to head downtown and do something he rarely did. Use what little allowance he got from his folks to get something to replace what Mr. Hatchet confiscated.

Yeah, he would just get _it _confiscated before the week ended, but it would keep him occupied until he got the rest of his stuff back. From what he understood, because of the graffiti stunt, his confiscated stuff was going to stay confiscated until the end of the month.

As he headed towards a general shop, he noticed a familiar figure walk into it before him.

Courtney Ramirez. Otherwise known as the one person he loved to hate and lived to irritate.

He followed her into the shop, only to find that it was definitely not a shop he had _any _interest in.

A stuffed animal store.

"Yeah, I don't think so—"

"C'mon, Uncle!" a middle school aged boy pleaded, "Can't you help out your favorite nephew?"

"Sorry, Greg," the boy's uncle, the shop owner, shook his head, "I know you want it, but I have business."

Before Duncan could exit, he found himself interested in the conversation. What would a guy want in a frilly store like this? He couldn't help but snicker and stand by to watch the scene unfold.

"I just want that stupid fox plush," the brunette boy in a blue baseball cap, named Greg, pleaded, "Come on!"

"Wouldn't it be unfair to the other customers if I gave you a discount?" his uncle reasoned, "You might be my nephew and she might be my niece, but I have to treat everyone equally."

"Come onnn—"

"No means no, Greg."

"Yo, girly dude," Duncan cut in, looking at the shorter teen, "Why do you want that stuffed rat anyway?"

"It's not for me, dude," Greg shot back, frowning, "It's for my big sis. Her birthday's coming up and I wanna get it for her as an early present."

"Sure," Duncan scoffed.

"Look, it's none of your business," the boy narrowed his eyes at the punk, "It's not like you understand what moving's like. We moved a year ago and she's still not used to this place."

Duncan scowled. He did know what that was like. His family moved to Muskoka when he was in kindergarten. The age difference seemed large, but he definitely understood what moving was like.

He sighed, "Okay, I know I'm gonna regret this. But do you need help?"

"…Are you serious?"

"Don't let me change my mind."

Greg lit up into a big grin, "Thanks, uh…"

"Duncan," the punk greeted nonchalantly before turning to the shopkeep, "How much this doll cost anyway?"

The stuffed fox seemed to be about three foot tall. It seemed to be fifty bucks at that most.

"Including tax," the man replied, "it'll come up to two-hundred and fifty dollars."

"Ripoff much?" Duncan snorted, before turning back to the middle schooler, "How much you got on you?"

"A hundred."

They still needed one-hundred and fifty more dollars to go. Duncan _did _have sixteen bucks he could use, but that wasn't nearly enough.

"Can you sell it to us for one-sixteen?" Duncan asked, trying to bargain with the shop owner.

"Nope," he shook his head, "We're doing a business here, not a charity."

"It's your own relatives, you schmuck—"

"Look," the owner soured, "You have almost half the price of the damned thing. You're almost there, you know."

"I have an idea," Duncan reasoned.

"Yeah?" Greg asked, looking up at the older teen.

"We can rip the doll in half and sell the right side to—" Duncan cut himself off when he noticed that both Greg and his uncle were looking at him like he was an idiot.

"Okay," the owner spoke, "You look like you're in highschool. Are you sure you didn't get held back a few grades? You have to be in sixth grade."

"Yeah," Greg added, "You're kinda dumb."

"I go to Wawanakwa High," Duncan glared at the two, "And _excuse me_ for trying to rationalize somethin'."

"I can't give you a discount," the owner spoke once more, "But I will guarantee you that I won't sell it for now. If you can pony up the money by the weekend, it's yours."

Greg grinned. Duncan sighed. He couldn't be going soft. Just what was he getting himself into?

* * *

**Just to let you guys know, chapter 14 won't be up until either August 31st or September 1st, as I'll be out of town. Hope you guys have a nice rest of the week and weekend!**

* * *

**Next time: **Duncan formulates a plan to follow through with his sudden push of sympathy, but it won't be something he can do alone.


	15. To Buy a Fox

**Mini-Arc I.**

**Chapter Fourteen: **To Buy a Fox

* * *

"Can't you just ask your folks to pay for it, kid?" Duncan asked after he and Greg left the store.

"Dad left us," was Greg's blunt reply, "Mom's hard pressed to take care of us by herself anyway. I don't wanna trouble her."

"What a nice kid," Duncan's voice was sarcastic. But he did have to say, there was something about the kid's love for his sister that made him want to see this through. At the same time, though, there wasn't much that Duncan could do. He only had sixteen bucks on him, and his parents weren't all that keen on giving him more allowance.

"Wait!" Greg exclaimed, eyes lighting up in surprise, "I _could _get some money if I sell some of my comics to a second-hand shop!"

He made a good point, but at the same time he didn't. While it was true that they could get money like that, comic books wouldn't get all of the money altogether.

However.

It would be a different case altogether if Duncan could get all of the stuff Mr. Hatchet confiscated from him.

"That might just work…"

"Dude," Greg turned to the musing punk, "You thought of something?"

"It's risky," he replied, before breaking out into a wicked grin, "but I definitely love risks. I probably won't be able to do it alone though."

"Do you want my help?"

"Nah," he declined, "I think I can bully—_coerce _a group to help me out here."

Greg didn't seem all too sure in Duncan's supposed plan, "Well, what _do _you want me to?"

"You know that park off of Ninth Street?"

"Yeah?"

"Meet me there tomorrow," Duncan started walking off, "Later, dude."

How did it come to this? What started as an attempt at irritating Courtney had changed into a stealth mission of sorts.

* * *

"So, you want to take back all that stuff?" Katie asked as she, Sadie, Harold, and Noah were all gathered by Duncan to help him out.

"I'm _really _not so sure about this," Sadie reasoned, "What if we get caught?"

"And you know Mr. Hatchet," Katie added, "I _so _don't want detention over this!"

"I approve of Duncan's proposal," Harold cut in, grinning slightly.

Everyone, minus Noah, looked at Harold like he had just spoken in gibberish. He was actually going to help Duncan of all people out?

"Really, Doris?" Duncan seemed honestly surprised.

"Well, yeah, if it'll get back those games you stole from me, count me in!" Harold replied, grinning even wider by now, "You'll at least have someone who specializes in stealth helping you out!"

"And I'm being added to this why?" Noah asked, crossing his arms.

"Your book?" Duncan offered.

"I understand that," he nodded, "But I don't really want to help _you."_

"You smart mouthed—"

"However," he cut the delinquent off, "I'm sure you guys would be lost without _some _guidance, so count me in."

"Should we, Sadie?" Katie asked, turning to her BFF.

"I think we should," her best friend replied, smiling, "I don't have anything missing, but you should totally take this shot to get the stuff you paid for back."

The two then turned to face Duncan, exclaiming, "We're in!"

"The most important thing would be to find out where it is first though," Sadie mused, pursing her lips.

"Yeah," Katie nodded in agreement, "If we don't find out where Mr. Hatchet hid that stuff, we can't get them back even if we wanted to!"

"If that's the case, leave it all to me," Noah suggested, smirking, "Duncan, if you would, turn your cell phone off of silent."

"And why would I do that?" Duncan inquired, giving the prodigy a skeptical look.

"Do you want some help or not?" Noah shot back.

Duncan would have argued more if they weren't working for a common goal. He quickly switched his cell phone off of the silent mode and asked, "Happy, egghead?"

"Would you maggots get to class?!" They heard Mr. Hatchet's voice, "Homeroom's about to begin!"

Thus, their battle for the confiscated items was officially beginning.

* * *

"Gwen Addams?"

"Here."

"LeShawna Johnson?"

"Here."

"Mike Peterson?"

"Here!"

"Harold McGrady? Harold McGrady? Huh. Guess the skinny boy ain't here."

"Eva Collins?"

"Mm—"

Eva's half-hearted grunt was interrupted by a loud rock ringtone. All eyes turned to face Duncan, who widened his eyes.

Noah was definitely behind this, but how did he get Duncan's number?

"Flynn!" Mr. Hatchet's voice roared, "Hand over your phone!"

Duncan groaned, "Yeah, yeah, whatever."

He handed the phone in and scanned the room to try and figure out who gave Noah his number. An amused giggle from Katie gave her away too easily.

Katie and Noah would often do projects together when Katie wasn't working with Sadie and Noah wasn't working with Owen Landsdown. On top of this, when Katie didn't want to bother Sadie into tutoring her, she would go to Noah for tutoring instead.

After taking attendance, Mr. Hatchet moved his heavy feet out of the classroom, along with Duncan's cell phone.

"Very good," Noah spoke up, "Part one of the plan's complete."

"You little runt!" Duncan exclaimed, shooting a glare at the bookworm, "All that did was get my cell confiscated!"

"It's bait to fish out where our _real _targets are," Noah explained, "I deliberately allowed Hatchet to confiscate your cell phone in order to find out where he hid our stuff."

"So why didn't you tell me in the first place?!"

A familiar raspy breath made both boys jump. Harold was late to class, but for good reason.

"Where _were _you?" Sadie asked, a little concern in her voice.

"I was waiting for our target to head to where our stuff was," he explained, "They're in the staff room."

"As expected of the class ninja!" Katie congratulated, "Color us, like, impressed!"

"All in a day's work," Harold breathed on his hand and then rubbed his shirt, "Unfortunately, I sometimes help the teachers out and I can say that I know where it is."

"How's that unfortunate?" Duncan asked.

"It's in a locked drawer."

"Okay," Noah wasn't liking where this was going, "So where's the key?"

"In the rear left pocket of Mr. Hatchet's pants."

"So we have to snatch the key from him?" Katie asked, "How are we gonna do that?"

"Oh, ye of little faith," Noah laughed in a deadpan manner, "I've got a plan."

"Your _last _plan got my phone snatched!" Duncan shouted, glaring at the bookworm.

Noah didn't budge an inch.

* * *

"So, what plan do you have?"

Duncan was once again being punished, this time for bullying Cameron in science class, and having to sweep the entire main sophomore hallway. Noah, Katie, Sadie, and Harold were also there, twisting mops around but not helping in the slightest.

Noah pointed at a bucket full of water setting next to them, "That, of course."

"A pail?" Harold asked, incredulous.

"Oh, I get it!" Katie exclaimed, "We're going to splash water on Mr. Hatchet and make him take off his clothes!"

"Your ideas are a little awkward, man," Duncan turned to face Noah, who rolled his eyes.

"Do you want that key or not?"

"Besides," Sadie added, "This method's really simple! I bet we can't fail this way!"

The only problem with that was, whoever splashed the burly man with the water would most likely be on his blacklist for all eternity.

"Well," Sadie smiled, "Good luck, Duncan!"

"Wait a sec, why do I have to do this?!"

"Here he comes!" Harold called out. At that, Harold, Katie, Sadie, and Noah retreated without another word.

Duncan scowled, but picked up the pail regardless. Mr. Hatchet made his way down the hall, whistling an old army tune.

"Whoops! I slipped!"

Duncan splashed half of the bucket's contents at the homeroom teacher, who dodged with relative ease. Spinning on his heels, Duncan literally dunked the bucket on the man's head, soaking him.

A silence fell over the two.

"Flynn, I could have sworn you did that on purpose."

"You're imagining things."

"Stop lyin' you maggot!" he roared, "You gonna pay for this one!"

"Ahh, Duncan, you really ended up doing it," Noah reappeared onto the scene with an amused smirk, "I've told you so many times not to splash water onto Mr. Hatchet!"

"You backstabbing—"

"Mr. Hatchet, you should probably go change," he turned to face the teacher, "I'll take him to the principal's office."

Mr. Hatchet grunted, "Yeah, I might as well. Duncan, you better have this floor spotless after your punishment's punishment!" With that, he stomped off to change into a fresh set of clothes.

* * *

"We got the key, guys!"

As Duncan continued his work, Katie, Sadie, and Harold ran up to meet the two enemy boys.

"I really hope you guys didn't see Hatchet half dressed," Noah winced.

"Let's just get in the teacher's lounge and get the stuff," Duncan grumbled, not happy that he was saddled with even more detention than usual. He was really regretting even asking for help with this in the first place.

* * *

After classes were over for the day, Duncan took the things he retrieved from the teacher's lounge to a second-hand store to pawn them off. He wished that he had Harold's video games to help him out with that, but the geek had grabbed his stuff and left before Duncan could steal them back.

So he stole something else instead.

A stack of books were sitting in the teacher's lounge, wrapped up in string. He was sure that the school wouldn't miss them, so he decided to sell that instead of his lighter and pocket knife.

To his surprise, they were just enough to match the rest of the money he and Greg needed.

He had done worse before, so of course, it didn't bother him in the least to steal and sell school property.

* * *

"There you are!"

Greg ran over to Duncan the moment he approached the park.

"Wait a sec," Duncan frowned, "Where'd you get that?"

In Duncan's hands was the big fox that they saved up for. In Greg's hands was a miniature, handmade one that looked almost the same.

"There was this pretty girl who came over and gave me this," he explained, "She said if you couldn't do it to give this to my sis! If not, then I can keep it—"

"I knew you liked stuffed animals!" Duncan teased, bursting out into laughter.

"Sh-shut up, man!"

"You get to keep it anyway," Duncan grinned, "I got it."

Duncan handed over the stuffed fox and Greg accepted it, "Thank you, dude! I owe you one!"

"Forget about it, shortstuff," Duncan shrugged it off, "Let's just hope your sis doesn't suddenly hate stuffed animals."

Greg laughed, "I definitely believe she'll love it. Well, then! I hope we'll meet again, dude! Laters!"

With that, Greg ran off, leaving Duncan to his own devices. As the punk walked off as well, he could have sworn he once again saw Courtney in the area.

"Yeah, screw that, last time I tried to bug her, I got suckered into _that _mess."

* * *

"There was a case of theft in the teacher's lounge."

The next morning, during homeroom, Mr. Hatchet suddenly mentioned this. It was obvious that he was referring to the confiscated items and the missing textbooks.

"Such a tragedy worth being angry over," he continued, "Don't you think so, Flynn?"

Duncan didn't react. He expected Mr. Hatchet to throw the blame on him. After all, this wasn't the first time he had gotten into some serious trouble with him.

"And the culprit actually had the guts to use his own driver's ID when he sold the books to a second hand shop," Mr. Hatchet's eyes narrowed as he glared at Duncan.

"Sounds like whoever did this has balls," Duncan replied, trying to play it off.

"Why did you do it, you idiot?!"

"I have my reasons."

The class watched in awe as the two began to argue in the middle of homeroom.

"And those are?" Mr. Hatchet asked, raising an eyebrow.

"I needed money," he was blunt, of course leaving off an important factor in that.

"Hn," the ex-soldier grunted, "Looks like I'll have to watch you even closer from now on, kid."

"We're stuck with you all the time!" Duncan exclaimed, "How could you watch me anymore than _that_?!"

A wicked grin crossed Mr. Hatchet's face, "Well, there _is _one."

"…Oh."

"Everyone at the staff meeting this morning have all agreed, so please accept your new title, maggot," the teacher continued, handing Duncan a slip of paper.

The delinquent looked at it, a little bewildered, before having a wicked grin of his own cross his face. While most would have taken this new title as an offense or as a crime, Duncan took it as if it was his coronation.

This was the day, exactly one year earlier than the events of Class F's challenges, that Duncan Flynn became a probationary student.

* * *

"Yo, sis!"

Greg's sister, sitting on the couch in the two's household looked up from the book she was reading, "Hm? What's up?"

"This is for you," he replied, handing her the tall, stuffed fox.

His older sister's expression changed almost immediately. She hated to admit it, but she loved stuffed animals. It was one secret that she hoped no one at Wawanakwa Academy would ever find out.

"Isn't this the exact one I wanted?" she asked, "How did you?"

"I have my ways," Greg asked, chuckling, "Besides, you looked kinda bummed about school, so."

"Greg," his sister stood up and wrapped her younger brother in a hug, "Thank you."

"Augh! Gwen! Gross!"

Gwen smirked, letting go of him, "Gee, I guess if it annoys you that much, I'll have to hug you more often."

"Speaking of, I got a question."

"Hm?"

"Is there anyone you like at your school?"

"I dislike a lot of people," Gwen shrugged, chuckling.

"Don't play with me!" Greg replied, "I mean _like _like."

Gwen tapped her lip for a moment before replying, "Well, there_is _Trent. I've been thinking about asking him out. But there's still…"

"Still?"

"Let's just say, I also have a crush on probably one of the stupidest idiots I've ever met in my entire life. We're actually really close. One of these days, I might invite him over for you to meet him."

* * *

**End of Mini-Arc I.**

* * *

**I know I said there wouldn't be another update until September 1st, but I happened to get a chapter finished before I left on my trip, so I thought, "Might as well post it!"**

**And we're finally starting the second arc! About time, right? Hopefully you guys will enjoy it!**

* * *

**Next Time: **We go back to present time, exactly a month after Class F's loss, to catch up with our favorite losers and the upcoming school festival!


	16. The Fall Festival

**Arc II.**

**Chapter Fifteen: **The Fall Festival

* * *

It had been an entire month since Class F lost against Class A. August was gone and the cooler temperatures of September had set into Muskoka's air.

Class F hadn't changed all that much since their loss, but some changes were definitely visible.

Gwen and Courtney had begun to talk to each other, and actually found quite a few things in common. Noah was largely ignored by most of the class, except for Courtney, Duncan, and Gwen. He had also begun to accept that Dawn barging into Class F at any time was a new regular thing in his life. Ezekiel and Harold also were becoming close friends, both sharing a love for comic books and Japanese animation.

Of course, another shift in their dynamics would be coming very soon.

* * *

"Noah?" Class A rep, Dawn Ray, asked her longtime friend.

The bookworm looked up from his textbook. "Yeah?"

"Do you know about that McLean Amusement Park?"

"That thing that Mr. McLame's family is building?" he asked as the two sat on the roof, chilling, "Yeah, I guess. Isn't it about to be opened?"

"That's what I've heard," she confirmed, "I've also heard there's this extremely scary haunted house ride there, as well."

"The one that they remodeled from the abandoned hospital?" Noah mused, "Sounds stupid."

"And the best ferris wheel in Canada."

"Seems rather large," Noah didn't seem all that interested, "How impressive for such an unimpressive man."

"And the world's supposed third fastest roller coaster," she continued.

"Riveting," his deadpan voice betrayed his words.

"And a lot of other interesting things!"

"Mhm."

"So," she crossed her arms, "When that place opens, we should—"

"Yeah, no," Noah closed his textbook to look at the moonchild, "If you want to go there, go with a friend."

"I thought we were friends," she tilted her head slightly.

"A friend who's interested."

"Come on," Dawn actually seemed close to protruding her purple-painted lips, "Are you being a downer? We should go."

"The opening ceremony'll be crowded," Noah sighed, "I hate crowds."

Dawn tapped her lips for a moment before asking, "Does that mean you would go if I happened to have tickets to the pre-opening?"

"Pre-opening tickets?" Noah 's normally arched brows lifted a little higher, "Aren't they super hard to get?"

"Would you go?" she asked again.

Noah sighed in defeat, "If this is about me leaving you at an amusement park when we were kids, I'm sorry—"

"Would you go?"

"Yeah, I guess."

"Really?"

He nodded, "Yeah, yeah, whatever."

"I'll hold you to that," Dawn replied, satisfied.

"Yeah, yeah," Noah re-opened his book and the conversation between the two ended there.

* * *

With the summer temperatures dropping and the leaves beginning to change colors, Wawanakwa Academy was preparing for the first event of the new school year. The Dramatic Fall Festival. Some classes were turning their classrooms into haunted houses, and some of them were preparing bake sales. In order to prepare for this school festival, class time was extended and every class was full of energy.

However, as for Class F, they were doing something completely different in the schoolyard.

"Bring it on, eh!" Ezekiel was holding a baseball bat, "You better not miss, Duncan!"

"Yeah, like that'll happen, Zeke," Duncan scoffed, rolling his eyes, as he got ready to pitch a baseball towards the ex-homeschooler.

"I'll send that baseball flying over the fence, yo!"

Indeed, the boys of Class F, minus Noah and plus Katie, were playing baseball in the schoolyard.

"What did you say, runt?" Duncan asked, "I ain't gonna let that happen!"

He used his feet to adjust the mound, waiting for Katie, the catcher, to give the signal. As everyone knew, Katie was a competitive, sporty girl. She would definitely give Duncan instructions on how to beat Ezekiel easily.

Katie made her signal. A curve ball aimed toward Ezekiel's head.

"Gosh!" Harold, who had noticed it, exclaimed, "Wouldn't that count as a foul?!"

Just before Duncan intended to throw the ball just to shut Harold up, a loud voice threw him off of his game.

"You maggots!" it was the voice of their new teacher, Mr. Hatchet, "Shouldn't you be preparin' for the school festival?!"

"It's Mr. Hatchet!" Katie exclaimed to the members of Class F that were playing, "Like, abort mission!"

"Flynn!" Mr. Hatchet roared, "You behind all this?"

"Screw you!" the punk replied, dropping his ball and glaring at the teacher, "Why do you single _me _out all the time?! Katie's the one who suggested we play baseball!"

At that, he looked over toward the wonder twin, as the girl used her eyes to tell him, "Throw a forkball between Mr. Hatchet's legs."

She definitely was still a little sore about their history in sophomore year, as that would only get Duncan in more trouble.

"Will you maggots just get back to class?!" Mr. Hatchet's terrifying voice roared again, "We're the only class that don't got a plan for the festival!"

At that, the players scurried back to the broken and dirty classroom known as Junior Year's Class F.

* * *

"It's about time to decide what we want to do for the fall festival," Noah's bored voice announced as he overlooked the rest of his class, now sitting on mats with cardboard boxes as desks, thanks to his loss against Class A.

An entire classroom of glares met the bookworm's eyes, but he didn't seem to falter in the very least.

"We'll have to nominate someone to be part of the planning committee," he continued, "They can settle all this."

Noah's plan, just because he was uninterested, was to push the responsibility to someone else and most likely take a nap in his seat. The attitude they saw from when they went against classes D and B was completely gone, and the old Noah was back in full force.

Courtney, who was sitting on one side of Duncan, asked, "Wow. He really does not care about school festivals, does he?"

"Why are you asking me?" Duncan snorted, "But if he _was _interested, I bet he'd manipulate the class in his favor again."

Courtney nodded, "Probably." Her usual faux-perky and tough-willed look was replaced with a duller expression than usual before she asked, "How about you? Are you interested?"

"I like that we get more free time to 'plan' it," Duncan replied, "But I don't really give a damn."

"Just as I thought," she replied, "_I_, for one, want to create fond memories with this class if I have to be stuck here for the rest of the year. Besides, you know what they say about school festiva—" In the midst of her sentence, Courtney burst out into a spell of coughing.

One thing about Courtney, she was one of the few class members who had strong allergies. The uncleanliness of the classroom had gotten to her a few times before, but she tried to ignore that fact for the most part. Duncan arched his eyebrow at her coughing fit before tuning back in on the conversation about the school festival."

"Then Gwen'll be our school festival committee member?" Noah remained uninterested in tone, "That alright with you guys?"

"You want me to do it?" Gwen asked, slightly surprised, "I have to take part in that stupid challenge royale thing that Principal O'Halloran's doing though, so…"

"Well, what about Courtney?" Harold asked, turning back to face the Latina, who had finally stopped coughing.

"I'd certainly love to, but—"

"It'd give her bossy butt something to—Ow!" Duncan glared at Courtney, who slapped him upside the head mid-sentence.

"Courtney wouldn't be a good pick," Noah lazily cut in, "Knowing her, she'd shoot down _everyone's _ideas aside from her own."

"Excuse me?!" now Courtney's fiery glare was on the class rep, who had his hands up in defense.

"Besides," Gwen added, "Courtney has to take part in the challenge stuff, too."

"Really?" Katie asked, surprised, "I didn't expect _two _people from our class to sign up for it!"

"Yeah," Courtney nodded to Katie, "Gwen and I will be working together as a team."

"It's just a school publicity stunt, eh," Ezekiel added, a little bewildered why they were doing anything about the challenge, "Why would you sign up for it?"

For once, Duncan had to agree with Ezekiel. It was just a televised series of torturous challenges to get people interested in Wawanakwa Academy. Each of the teams would be made up of pairs, to make it different from most challenges. Even people from different classes could work together on this. However, this was not interesting to him in the least.

"Actually," Gwen spoke to Duncan, lowering her voice so Courtney couldn't overhear, "believe it or not, Courtney invited me to be her team member. It's to surprise her dad and change his mind on something."

"Do I have to ask?" Duncan asked, arching his unibrow.

"Something about it being unfair to treat Class F how they're treated."

Even Duncan understood that Class F was a class of idiots and losers, minus a select few, so it actually wasn't _too _upsetting that they got the worst treatment in the school.

"Will you two get back on topic?" Noah asked from the front of the room.

"Would you dress in something that isn't sweater vests?" Duncan shot back, "Besides, Gwen's got this."

"I just said I'm too busy competing in the challenges," Gwen reminded.

"Then we'll just get you an assistant committee member," Noah suggested, "Will that work, Gwen?"

Gwen tapped her chin for a second before replying, "Hm, yeah. If I had some help, I could totally handle it."

"Alright," the class rep nodded, "If everyone would nominate the assistant member, and then Gwen will choose two people for the final vote."

Names popped up everywhere in the class. Some said that Duncan would work well with Gwen, as both were best friends. Some said a kid named Jay would have a good shot there. Some referred to Ezekiel, and some referred to Courtney.

"I think Duncan'll do a fine job," the same girl who almost got him in trouble, Katie, spoke up, with a small smile.

"But Katie," Duncan turned to the Class F wonder twin, "I don't wanna get involved in something so stupid—"

"Gosh!" Harold interrupted, "School events aren't stupid! They're filled with merriment and wonder!"

"I wonder where the merriment is, eh?" Ezekiel asked. The class seemed a little confused as if he was joking or honestly not getting the whole situation.

"Gwen," Noah spoke up again, "Come pick your two nominees."

The goth nodded and made her way up to the blackboard. For the first nominee, she wrote down Duncan. Duncan shrugged. He knew he'd be picked for it, even though he didn't want anything to do with it.

The second name she wrote down was Flynn.

"Then now," a haughty chuckle escaped Noah's throat, "if everyone would choose their nominee."

"Hey, billboard head," Duncan called out, "My name's up there twice! Don't you think there's something wrong with the way Gwen chose 'em?!"

"How so?" Gwen asked, teasing, "Which of the two nominees would work better?"

"Both of them seem rubbish to me," Noah shrugged, "I don't see a difference."

"Why I oughta—"

"Duncan," Gwen crossed her arms, "Since it's decided we're working together, come up here and take the ideas for what we're doing for the festival."

"Since when did _I _become this class's freaking lackey…"

Duncan lazily stomped up to the front, while Noah made his way back to his own seat.

"I'll leave the rest to you," he pulled a book out of his backpack, "I got a date with Shakespeare."

Before Duncan could say anything to Noah, Gwen turned to him and said, "I'll lead the meeting. Duncan, write the ideas on the board."

"Whatever."

Standing in front of the tattered blackboard, Duncan picked up the ragged piece of chalk given to the lowest class.

"Alright, present your ideas," Gwen spoke to the entire class, "If you have any suggestions on what the class should do, please raise your hands, alright?"

Several classmates raised their hands, showing that the class had _some _kind of interest in the festivals.

The goth pointed towards a certain geek, "Harold. You can go first."

"A gravure session!"

"Uh," Gwen seemed bewildered, "What's a gravure session?"

"Gravure is when Japanese girls dress up and get their pictures taken," he explained, "The crowd'll love it!"

"…Yeah, I have a dangerous vibe from that idea," Gwen wrinkled her nose in disgust, "Fine. Duncan, this can pass as a suggestion. Can you write it on the blackboard?"

"Sure, sure."

**Option 1- "Harold's wet dreams."**

"Hey!" Harold exclaimed, "That's not what I said!"

"That's what I heard," Duncan snorted.

Gwen sighed, "Kevin, what's your idea?"

"How about a themed café?" one of the students asked, "Maybe with a wedding theme with the guys dressed up in tuxes and the girls dressed up in bridal gowns!"

"Well, that's definitely original, eh!" Ezekiel chimed in, grinning.

"Yeah!" Harold added, "Not a bad idea at all! Kinda cool!"

"It'll be kinda time consuming to prepare it though," Ezekiel mused, scratching the back of his toque.

"Well, that makes some sense," Harold replied, "Besides, isn't a wedding known as the graveyard of life?"

Gwen groaned in irritation, turning back to Duncan, "Write it on the board, will you?"

"Whatever."

**Option 2- Themed Café about the end of a normal person's life**

"Are there anymore suggestions?" Gwen looked fed up with this, "Yes, Ezekiel?"

Ezekiel stood up and proposed, "How about we put those two ideas together? A Japanese café of some sorts! We could sell authentic oolong tea and extremely well done oriential dishes. Sounds fun, doesn't it, yo?"

Everyone in the class looked at Ezekiel in awe. He actually seemed quite knowledgeable in the subject. Then again, this wasn't too surprising, as it was known that he was multilingual and had a broad interest in other countries.

"Not bad," Gwen complimented, "Go on, Duncan."

"You don't hafta tell me every little thing!"

**Option 3- That thing Zeke wouldn't shut up about that combined the top two things.**

After Duncan had finished writing, the classroom door opened as Mr. Hatchet stomped in.

"Have you maggots decided what to do for the festival?" he asked.

"We have three ideas," Gwen replied, "They're on the board."

Hearing Gwen say that, Mr. Hatchet slowly turned to look at the blackboard that was covered in Duncan's crude handwriting.

"…I think all of you need serious help, man."

"Oh, they weren't our ideas," Noah lied, flipping through his books, "Duncan wrote them himself."

"Don't use that lousy excuse, scrawny kid," Mr. Hatchet was one of the few who didn't put up with Noah's crap, "Besides, the fact you chose Flynn anyway is stupid on its own."

"Gee," Duncan deadpanned, "Thanks, Sergeant Scary."

"Really?" Mr. Hatchet ignored Duncan and turned to the class as a whole, "Can't you guys be serious for two seconds? You wouldn't have survived at all in the war! At least think about using the money you earn to upgrade your facilities in here or somethin'!"

Everyone's eyes lit up.

"Woah!" Harold exclaimed, "Why didn't I think of that? That's a fantastic idea!"

"Then we won't have to wait for another challenge to get away from these icky boxes!" Katie added, before breaking out into a loud, "EEEEEEEE!"

"Exactly!" Courtney chimed in, "I'm tired of these lousy facilities!"

The atmosphere in the class changed immensely. This would definitely fix the issue they had with losing against Class A.

"Alright then!" Courtney spoke again, standing up and clenching her fist in front of her chest, "Let's do our best!"

"That's the spirit!" Mr. Hatchet actually seemed impressed, "What kinda activity we doin'?"

"A café might be more profitable," Katie suggested.

"Nah," Harold shook his head, "The gravure shoot requires less money to set up."

"Uh," Katie arched a brow, "isn't that kinda risqué for a high school event?"

"We probably wouldn't get caught if we did the Japanese café," Gwen added.

"But that's so boring," Duncan complained, "Our room sucks enough and we gotta use it for whatever we do. Wouldn't people hate that?"

"I'm still all up for the wedding café," the same student from earlier insisted.

"Yeah, no," Courtney declined, "That would take way too much money to set up and we wouldn't get like _any _money back from it."

"Okay, okay," Gwen spoke up, "Can you guys just shut up and let me think?"

"I feel that a haunted house would be way more popular," Katie suggested.

"Or a casino!" Harold added.

"Let's sell grilled corn," was Noah's sarcastic response as he flipped another page in his book.

Gwen sighed, "Can't we just force Noah to decide? I mean, he _is _the class rep and all."

"You think he really gives a damn?" Duncan asked, "I mean, he's just makin' it worse."

Gwen's features visibly twitched before she slammed her hands down on Mr. Hatchet's desk and yelled out, "That's it! Enough! Pick already and stop being so damn noisy!"

That shut everyone up. Duncan looked genuinely surprised to see Gwen snap like that, while Mr. Hatchet applauded her, wiping a tear from his eyes.

"Those who want the gravure thing or whatever, raise your hands," she demanded.

Only Harold raised his hand.

"Those who want the wedding café, do the same."

Five hands were raised.

"And those who want the Japanese café?"

Twelve hands were raised.

"Then it's settled," she settled back down, "Thanks for the cooperation."

Ezekiel stood up, grinning, "Awesome, eh! I'll prepare the green tea and snacks!"

Harold stood up as well, "Cooking is a necessity of a gentleman, so I'll help him out."

"Then we'll split the class into cooking and serving groups," Gwen explained, "Those who want to work in the kitchen, go over to Ezekiel and Harold. Those who want to work as a waiter, go over to Duncan."

"Wait, why do I have to wait tables?" Duncan asked.

"Because I'm honestly afraid of what you'll put in the food," Gwen teased.

"I'll go to the kitchen—"

"No!" Duncan interrupted Courtney, "Uh, I mean. Who doesn't want to see _the _best counselor-in-training in the county area be a waitress?"

Courtney couldn't help but smile, "Well… I _guess _you're right."

Ezekiel and surprisingly, Katie, each gave Duncan a thumbs up. Since they were betting on raising enough money to get better desks and such, they couldn't risk giving people food poisoning.

"I'll help in the kitchen then," Gwen nodded.

"Suits you, Pasty."

"And what does that mean?"

"Ooh!" Katie exclaimed, "I'll join you!"

Mr. Hatchet actually was a little surprised at Class F. Either he actually had a feeling that they had _some _promise or it was just indigestion.

It was probably just indigestion.

* * *

**Next time: **The festival is coming up, but a few interesting twists has been added to the formula.


	17. Changing Schools

**Arc II.**

**Chapter Sixteen: **Changing Schools

* * *

"Duncan, can we talk for a bit?"

School was over, and just when Duncan was heading out of the classroom, Gwen had stopped him.

"Well, duh," the delinquent replied, "We talk all the time. What's up?"

"You're probably the person who'll be the most useful here," she explained, "Is there really no way in getting Noah to help?" She honestly believed that having a little moral support from the Class F rep might help them in the long run.

"Doubt it," Duncan scoffed, "Have you seen the pipsqueak? He hates work if it doesn't benefit him. He probably didn't even pay attention to what we picked."

"I think he'd do something if you asked him," Gwen urged, staring at her best friend with an expectant look.

"What?" Duncan seemed bewildered, "We aren't even friends. Why would he change his mind—"

"He'll definitely accept because—"

"Because I'll make him?" That sounded like the most logical answer.

"Because you're in love, right?"

Duncan stared at Gwen with a mix between disgust and bewilderment. In reply, she just laughed and said, "I'm kidding."

"You better be," the punk complained, "I'd even take the wonder twin over him."

"Uh…"

At that moment, Katie, who happened to be packing up to go beside of them, stopped her movements. An odd feeling fell over the three of them.

"I thought we said we wouldn't talk about that!" she exclaimed, "We like—"

"That ain't got crap to do with that!"

Gwen looked from Duncan to Katie in vast confusion. Something was going on that neither of them were telling her, and it annoyed her to an extent. Katie cleared her throat and tried to enter the conversation.

"So you guys can't get Noah to help?"

"Basically," was Gwen's brisk answer, "Ezekiel's pretty much our biggest bet on this café bringing in a good amount of money." She actually seemed a tad worried.

"Okay," Katie arched an eyebrow, "What's up, Gwen? Something seems wrong."

"It's about the class equipment," Duncan cut in, "If we—"

"Not exactly," Gwen interrupted the punk, "It's actually a bit more serious than you think."

"And that is…?"

"Can you two keep a secret?" she asked the two, who exchanged a look and nodded to the goth. She then continued with, "It has to do with Courtney."

"What about her?" Katie asked.

"She may end up transferring schools."

Both Duncan and Katie didn't know how to reply to that. Not only was Courtney a central member in their previous matches against classes D, B, and A, they had to unfortunately admit that they were used to her presence. It surely would be different if she was to change schools.

"Well, what the hell's with that?" Duncan broke the silence.

"It's the environment of our class," Gwen explained.

She didn't have to say any more. Courtney was supposed to be in Class A, not Class F. Though Duncan and Katie weren't necessarily against the competition and segregation as much as others were, it still wasn't the fairest predicament. The condition of the room was fine at the moment, but when winter would roll in, it would be possible that a lot of people in the room would catch a cold or something worse.

"So you want the café thing to work out well so we can upgrade our stuff?" Katie asked the frowning goth girl.

"And since when did you even _like _Courtney?" Duncan added.

Gwen nodded to Katie before asking Duncan, "Don't you feel the same? If she'd leave, I mean. She's been part of our class for a whole month now."

"Of course I hate it," Duncan had to admit, "I'd probably feel the same way if you, Katie, or Zeke had to change schools."

"So you _do _care about us," a wistful smile crossed Gwen's painted lips. Duncan flashed red for a second before adding:

"If it was Harold or Noah, I wouldn't give a crap. But I guess I get the point that the class rep _should _be involved."

Duncan took out his cell phone and dialed Noah's number. Noah had Duncan's number since sophomore year, but Duncan didn't receive Noah's until sometime during the challenges against the classes.

"Hello?" he heard Noah's voice on the other hand.

"Dorkus, I got something I wanna—"

"Duncan?" Noah asked through the other line, "I don't think I ever thought I'd say this, but boy am I glad to hear from you. Can you help me get my bag—"

Noah cut himself off and the next thing Duncan heard through the receiver was the noises of Noah running.

"What the hell are you _doing_?" Duncan asked, incredibly confused by the situation.

"I was discovered," Noah replied, "Meet me in the girls' bathroom and bring my bag."

"Why the hell are you—" Before Duncan could finish his question, Noah had hung up.

"What did he say?" Gwen asked, crossing her arms.

"Something about he's in the girls' bathroom and for me to bring him his bag," Duncan shrugged.

"And that means what?"

"Sounded like he was running from someone," Duncan offered, "Beats me who though."

"So in other words, it's going to be totes hard to get him on board, huh?" Katie asked.

Duncan shook his head, "Nah, this may be our best chance to _get _the smartass on board."

"How so?" Gwen asked, not that confident in that idea.

"If it's somethin' that benefits him, I bet he'd be more than willin' to help us out," Duncan replied, "In fact, I think I know exactly who he's runnin' from. Can you guys help out?"

"Duh," Katie rolled her eyes, "But what do you want us to do?"

"You're an actress, right?" Duncan asked, smirking at Katie.

A smirk spread across Gwen's lips as well as she asked, "For once, you have a plan, don't you?"

"Bingo, Pasty." His smirk widened into a cunning smile.

* * *

"What a coincidence, egghead."

"Because you meeting me where I asked you to is a coincidence."

Duncan only assumed that the reason why he was hiding in the female bathroom instead of the male bathroom was a case of reverse psychology.

Before either of them could continue their conversation, the bathroom door opened, and Sadie, Katie's best friend, stepped inside and stopped in front of them.

"Uh," she spoke, "Hi, guys. You, um, _do _know this is isn't the men's bathroom, right?"

"What a coincidence!" Duncan exclaimed, "Sup, Sadie?"

"Yeah," Noah played along, "What a _grand _coincidence."

"Mhm, a totally interesting coincidence!" Sadie added.

They stood in awkward silence for a few seconds before Sadie screamed out, "Help! There's boys in the girls' bathroom!"

"And that's where we exit stage left," Noah commented, making a mad dash for the door.

"Woah, hold the elevator, Noah-it-all!" Duncan added, chasing off after him.

Sadie ran in front of them and blocked the door, smiling, "Sorry, guys. But rules are rules, and you guys kinda are breaking them. I even think there might be a law about—"

Noah and Duncan spun on their heels and leapt out of the small bathroom window. They could hear Mr. Hatchet's voice bellow, "Flynn and Intan, you say?! Of course it'd be the two problem students!"

"Of course the teacher who'd come would be Iron Man of all people!" Duncan complained before cursing under his breath.

"Shut up," Noah ordered through rough panting, "and keep running!"

"Found you!" they could hear Mr. Hatchet's voice from behind them, "Get back here, maggots!" He was gaining distance on the two fairly easily.

"Duncan!" Noah's voice came from behind the punk. Duncan stopped and turned to see what Noah was saying. Noah's eyes were focused on an open window on the second level of one of the new buildings. That was the escape route.

Duncan and Noah ran faster than they had ever ran before. Of course, with Mr. Hatchet booming threats behind them, it was as good a time to pick up speed as any.

As the window drew closer, Noah scoffed, "You better not be too heavy."

Noah extended his arms in a notion for Duncan to jump onto them and be flung up into the open window. Duncan nodded and did as he was told. Noah, not being the strongest person in the world staggered a bit before lifting Duncan to the window. His staggering caused Duncan to bump his head, but he was safe regardless. Duncan reached down and picked up the shorter and lighter teen and dragged him into the empty classroom inside of the window.

They had escaped Mr. Hatchet for now, but now they were sprawled out on the floor of the empty classroom.

"I won't let you two maggots get away tomorrow!" Mr. Hatchet's voice roared from outside.

"Great," Duncan sat up and glared at Noah, "Because of _your _choices in hiding spots, I'm in even more trouble than usual."

"You love trouble," was Noah's dry reply, "Besides, if you weren't here, this wouldn't have happened."

Duncan slung Noah's bag at the bookworm saying, "You're the one who wanted me to bring you your stupid bag! And you were the one to hide in the girls' bathroom to begin with!"

"It can't be helped," Noah sat up and shrugged, "It's Dawn we're talking about. You can't hide from a freaking psychic."

"Why are you hiding from her anyway?" Duncan arched his unibrow, "Aren't you two midgets friends or somethin'?"

"She wanted me to go to her house," was Noah's unhappy reply.

"And that's bad how?"

"She wants to introduce me to her family," Noah then corrected himself, "Er, _reintroduce._"

"Woah now," Duncan was surprised, "I thought you two were _just _friends!"

"We are!" Noah snapped, frowning, "Look, I have no idea what was running through her head when she even said that. It doesn't make any sense."

"I would say that she lik—"

"Finish that sentence and I _will _find a way to sic Eva on you."

An amused look flashed on Duncan's face as he pulled out his phone and pressed a number on it before passing it to Noah.

"What do I do with this?" the bookworm asked, bewildered.

"Talk to Gwen," was Duncan's short answer.

"Hello?" Gwen's voice came from the phone, "Is this Noah?"

"The one and only," was his bored reply, "What's going on?"

"Wait a second," Gwen paused, "I'm handing over the phone."

Noah rose an eyebrow, "To who? Hello? Gwen—"

"Where'd you go, Noah?"

"Sorry, wrong number."

Duncan was surprised at Noah's speed as he hung up the phone. He also didn't get why Noah was freaking out over it, when Dawn most likely was just being friendly.

"I hate you," was Noah's venomous reply to Duncan.

"Get in line, shortstuff," Duncan shot back, "If you're willing to help, I'll have Gwen throw her off of your trail."

"Help?" Noah asked, before sighing, "It's about the café, right?"

"Yep."

"Yeah, yeah," Noah sighed again before putting on his patented uncaring smirk, "I guess I have no choice but to help out then."

"Glad we could work out a compromise, egghead," Duncan smirked as well.

Noah, however, was still a little confused about the Dawn situation, "Wait a second, since when are Gwen and Dawn close?"

"Yeah, about that," Duncan cackled, "Guess what? That was Katie imitating Dawn's voice."

Katie, being a member of the theater, was a great actress, and especially great at imitating people's voices. Noah soured at that realization, deadpanning:

"Heavens above, why do I have to be stuck with this class of neanderthals?"

* * *

"I see," Noah spoke up once Duncan, Gwen, and Katie explained the situation, "So Courtney might transfer schools. Even if we raise the money, it won't be enough to change her dad's mind, I'm sure."

"Um, why not?" Katie asked. If they had better classroom equipment, that would at least make him not as angry, they assumed.

"There's three reasons why I think her dad wants her to transfer," Noah began, resting his hand under his chin, "Number one, the classroom equipment being only straw mats and cardboard boxes. But if our café succeeds, we can use the money to solve that problem. Number two, the classroom is old and dilapidated. Just like me and Harold, Courtney has some allergies, so he might blame it on that."

"So the entire classroom's the problem?" Katie asked again.

"Duh," Noah rolled his eyes, "Number three, there's the poor standard of our class. With a class of so-called idiots, not counting me, Harold, or Gwen—"

Duncan and Katie's glares were ineffective to Noah in the very least.

"—she won't have a good learning environment."

"Okay," Katie sighed, "This is terribad. There's, like, _way _too many problems."

Challenging classes would have solved most of the issues, but since they couldn't challenge a class until November, they were in deep trouble.

"Gwen," Noah turned to face the goth, "It seems like you and Courtney have some kind of plan for this, right?"

"Courtney just came to me and said she didn't want to transfer schools and that she needed my help not to," Gwen shrugged, "Even though I hate this school's version of school spirit, I couldn't just say no."

"If Dawn wanted to take part of the tournament, it'd be hard to win," Noah added, "However, I know for a fact that she's not interested. With you and Courtney's abilities, there's no doubt you'll win."

"Wouldn't it be good that another group from our class participated too?" Katie suggested, "I mean, that'd give us two shots at winning the tournament, and if it comes down to those two groups, we could have one group fail to have Courtney and Gwen win."

"Let's not worry about that right now," Noah shook his head, "But I do have an idea if it comes down to that."

Katie shrugged, before adding, "I guess. Besides, if Gwen and Courtney win, we'll totally get some publicity from it and we'll kill two birdies with one stone!"

"Well, Noah-it-all," Duncan turned to face the Class F rep, "What's that idea you mentioned?"

"It involves talking to the principal," Noah's tone was matter-of-fact, "And it may be a way to help out our situation."

"What good'll that do?" the punk snorted.

"No matter how terrible our academy can be, it's still an institute of education, mosshead," Noah explained, "If we use the excuse about our allergies, they'll have to do something about it."

"Alrighty then," Duncan shrugged, standing up, "Let's go see the principal then. I'm comin' with."

"Joy," Noah deadpanned, before turning to Gwen and Katie, "Gwen, you have to keep planning the café, right? Katie, can you help her out in Duncan's absence?"

"Sure, I guess," Katie shrugged, nodding.

"And if we see Mr. Hatchet, we'll tell him you two went on home," Gwen promised, smiling at the unlikely duo.

Duncan and Noah nodded and headed out to meet the one person neither of them cared for. Principal Blaineley O'Halloran.

* * *

**Next time: **As the festival draws closer, Duncan and Noah go to talk with none other than the diva Principal O'Halloran.


	18. A Deal With the Devil

**Arc II.**

**Chapter Seventeen: **A Deal with the Devil

* * *

"The prize is hidden..."

"McLean Park..."

As Duncan and Noah arrived outside of the principal's office, they could hear the voices of Blaineley O'Halloran and Chris McLean speaking from inside. Curious as to what they had to say, Duncan cupped his ear to the door to listen.

"Just what do you think you're doing?" Noah asked in his patented deadpan tone.

"What's it look like?" Duncan asked, "I'm trying to find out what they're sayin'!"

Noah rolled his eyes, walked forward and opened the door, Duncan dodging just in time. The two walked into the office where Mr. McLean and Principal O'Halloran were arguing. The teacher and principal turned to face the two teenagers, both scowling. At them or at each other was anybody's guess.

"Uh, rude!" Blaineley exclaimed, "Haven't you ever heard of knocking?"

"Yeah," Chris McLean added, "We're busy here, don't you know? Or did Blaineley send you two here to end our little conversation early?"

"Oh, shut up," the Principal scoffed, "And why would I do that?"

"Because you're you!" Mr. McLean shouted, "Ever since we were in the show business you were like this!"

Prior to working at Wawanakwa Academy, Chris McLean was a reality show host and Blaineley O'Halloran was a news anchor. When she inherited Wawanakwa Academy from her rich father, Blaineley quit the news business and named herself principal. When Chris was fired from his job as a reality host for making his shows too dangerous, Blaineley hired him on both as a sponsor and as a challenge coordinator for the twisted academy.

"Like what?" the principal asked, voice full of venom, "This fabulous?"

Chris groaned in annoyance before shouting, "Fine then! We'll talk about it later! Sheesh!" With that, acting like a spoiled brat, the man stormed out of the office. Duncan and Noah shared bewildered glances before being asked by Blaineley:

"Okay, brats. What did you come here for?" Despite calling her students brats, she actually seemed quite relieved that they interrupted her.

"Excuse me, ma'am," Noah began, trying to get on her good side, "We came to discuss something with you."

"I have no time to talk to you two," she wrinkled her nose, "If it's regarding the school administration, talk to Mr. Hatchet or something. Also, it's common courtesy to give your names. Don't be rude."

"To be fussed about by manners by an arrogant-"

Noah interrupted Duncan and replied, "Sorry for my rudeness. I'm the representative of second year, F class, Noah Intan, and he's the school hoodlum, Duncan Flynn. You hosted our challenges last month."

"School hoodlum?" Duncan repeated, scratching his chin, "Huh. I could get used to that name."

An interested smile crossed Blaineley's rose-colored lips as she nodded, "Actually... Go ahead. You've got my attention." It was obvious that Class F was an interesting prospect to her, seeing as they were the class that took down Class D and Class B and were even close to trumping Class A. Not to mention that Duncan and Noah were the main two instigators in the situation.

"Thank you very much," Noah looked relieved that Blaineley was going to listen.

Her blue eyes rolled around in her head, "If you have time to say thanks, then you can explain. Now hurry up, would you?"

"Okay then."

Duncan was surprised. If he was in Noah's place, he probably would have already snapped at Blaineley by now.

"We're here to request for improvements in class F's facilities," Noah got right down to the point.

"Really?" she asked, feigning interest, "If you have time to ask that, you'd have time to study and _get _yourself some better equipment."

"Right now, F class is like a rat-infested McDonald's," Noah dropped his nice charade, "Hell, since it's getting colder, some of us are getting sick. Maybe in the sixties it was alright to study in these conditions, but it's the twenty-first century. So, would you _please _get off your duff and fix it?"

"Yeah!" Duncan added, "That's the deal, granny."

If this was a normal principal, she would have expelled the two on the spot. However, Blaineley was more interested in things that helped her out and things that got the school more sponsors.

"...Mm, this is the perfect timing..." she muttered, before saying, "Alright, I understand where you two're coming from."

"Seriously?" Duncan was shocked, "So you'll actually get off your ass and fix it?"

Noah was right. Even though the standards were weird, Wawanakwa Academy was still an institute of education. As long as it involved a student's health, the school would take appropriate action. This was too good.

"I refuse."

"We oughta throw you out on your-" Duncan started, but was interrupted by Noah.

"Mosshead, mind your manners," the class rep snarked, before turning to Blaineley, "Ignore him. Can you tell us the reason?"

Duncan grumbled. He couldn't believe he just got reprimanded by a kid shorter and weaker than he was. If he wasn't standing in front of the principal, he would have pounded him there.

"Do you two really not get the reason?" Blaineley asked, pursing her lips, "There isn't any need for any reason. This is because creating a difference in the classrooms is our objective. So don't give me this nonsense, alright?"

"Fan-freaking-tastic," Duncan groaned, "Egghead, this is all your fault for losing against Daw-"

"Hold on," Blaineley cut him off, smiling, "You didn't let me finish. Since it's my cute students asking me a favor, we'll have a deal if you help me out. You scratch my back, I'll scratch yours."

Both teenagers shuddered at being called cute by their principal. This was made even worse that they had to do something to get what they wanted. This wasn't looking good at all?"

Duncan bit the bullet and asked, "What's the catch?"

"Do you two know about the festival's challenge tournament?" she inquired.

"Mm, somewhat," Noah nodded.

"Then do you know what the prize is?"

"Woah, wait a sec," Duncan arched his unibrow, "There's a _prize_?"

Neither of them knew that there was a prize. Of course, neither of them had a reason to compete anyway.

"To the winners of the tournament, we'll give them a certificate, trophy, and a shopping spree," Blaineley explained, "For the runner-ups, we'll give them a pair of pre-opening tickets to McLean Park."

Hearing this prize, Noah perked up. He remembered Dawn mentioning that earlier that week.

"And what's that gotta do with us?" Duncan asked.

Blaineley scolded, "Let me finish. Geez. Hasn't your mother taught you any manners? Basically, I don't want to give out the tickets. I've heard about some rumors that might tarnish the school name."

"Then don't give the tickets out," Noah scoffed, "You're the principal, so you're the boss."

"I would if I could," she sighed, "However, McLean made me sign a deal with his family's company to make it a good sponsoring deal for both of us."

"Shouldn't you be more careful than to sign something like that?" Duncan asked, trying not to laugh at Blaineley's horrible administration skills.

"Shut up," she almost pouted, "I was too busy arranging the shopping spree. Besides, I hadn't heard about the rumors until yesterday."

"Well, let us in on this," Noah urged, "What's the deal, Ms. O'Halloran?"

"Something troublesome," Blaineley sighed, "Couples who go to that stupid theme park will win a wedding experience."

Duncan raised his hands for emphasis, "Look, I know _I _hate the thought of being tied down, but why do _you _think that's a bad idea?"

"Because it's for people with premium tickets," Blaineley continued, "This could get a couple in our school married, and do we really want that? You heard about one of our senior year students marrying the boy she stalked forever, right? Besides, marriage is stupid." She added under her breath, "Mostly because _I'm _not yet."

"Yeah, that's definitely bad news," Noah spoke up, "Worse for me, seeing as Dawn wanted to land those tickets, but I'm sure she didn't think anything of it."

Duncan was actually a little glad that Noah was back into the right of mind. His unnecessary freaking out earlier was freaking _him _out.

"And I don't want to force a future on my cute students," Blaineley added, smiling, "So, I want you two to come in second place of the competition."

Neither guys really wanted to participate in the tournament at all. It sounded like a waste of time and energy, honestly.

"If we did it, you'll fix the classroom and upgrade the facilities?" Noah asked, looking actually a little excited for once in his life.

"What are you talking about?" Blaineley scoffed, "I only agreed to fix the classroom. The facilities are part of the school's policy and I ain't bent on changing it anytime soon. However, if you use the money you earn through the festival to upgrade your stuff, that's completely out of my hands. I'll close an eye to that and allow you to upgrade your facilities.".

"And what if we don't get enough to fix up our classroom?" Duncan argued, "You gonna help us with that?"

"Nope."

Duncan growled, "This is completely bogus!"

"Duncan, it's useless," Noah admitted, "She has no intention of stepping aside. We have no choice but to accept the deal." He then turned to Blaineley and said, "I understand. We'll accept your conditions."

"Who said I _wanted _to be on a team with you, egghead?" Duncan asked, but Blaineley and Noah both ignored him.

The principal and Class F rep shared an "exactly as planned" look on their faces. Blaineley would be able to avoid the public backlash of her deal with Chris and Noah would have a second chance to show Class F that he's a worthy leader for their class and Courtney might have a chance to stay. It was a win-win situation.

"I'll also try to give you two some easier challenges," she winked, "But that's as far as I'm gonna help you. So, I can assume you'll make it to second place, right?"

"You've got a genius and a hood rat on your side," Noah chuckled, "You've got little to worry about."

Duncan rolled his eyes, "If it gets us a better class so I don't freeze my ass off come winter, I'm in."

"Then," Blaineley folded her arms in front of her and smiled, "I'll leave it to you."

It was then that the most unlikely team in Wawanakwa Academy history was officially born.

* * *

A few days passed and the first day of the fall festival was upon Wawanakwa Academy. The normally ratty Class F room was temporarily transformed into a Japanese restaurant. Most of the members of Class F dressed up in some sort of Japanese culture to celebrate. Gwen, for example, was decked out in a traditional gothic lolita dress. Harold was decked out in a samurai uniform. Katie was in a traditional kimono. Ezekiel was dressed in a straw hat and red clothes, calling himself Monkey D. Luffy. Noah was dressed in a helmeted superhero costume, calling himself a Kamen Rider. Even Courtney got into the cosplay game that Ezekiel and Noah started by wearing a red wig and dressing up as a character she called Asuka from a Japanese show called Evangelion.

Duncan, however, just wore his usual skull t-shirt and jeans. After a lot of prodding, he temporarily dyed his mohawk a light blue and called it an "original creation".

The boxes used as desks in the worst classroom worked wonders when they were covered by fancy tablecloths. It made the room actually look like a real restaurant.

"Did you really _make _these, Katie?" Courtney asked, impressed by the tablecloths, as they prepared for people to start coming in.

Katie smiled and shrugged, "Just something I did in my spare time! But let's, like, hope they don't look under the tablecloths."

"Yeah," Gwen added, "People'd run out of here like it was on fire if they saw those horrible boxes."

"It'll be no problem, eh!" Ezekiel exclaimed, grinning, "Everyone'll be so excited for our food and atmosphere that the tables'll be the least of their worries!"

"For once, homeschool's right," Duncan agreed, nodding.

"The tea's perfect as well," Harold added, looking triumphant and his and Ezekiel's handiwork.

"How about the food?" Courtney asked, looking a little more excited than usual, "How's it taste?"

"Well, it wouldn't hurt if we tried _some _before people came on over," Harold mused, grabbing a box of rice balls and handing them out to the main workers in the classroom, minus Noah who hadn't arrived yet.

Courtney, Gwen, and Katie were first. They popped the freshly prepared rice balls into their mouths and seemed genuinely impressed by the taste.

"I'm... genuinely surprised!" Courtney exclaimed, swallowing the last of her rice ball.

Gwen nodded, "Seriously. Crispy on the outside, but chewy on the inside. Not bad."

"Sweet, but not too sweet," Katie critiqued, "I'm totally loving it!"

Duncan grabbed a remaining rice ball out of the box, disregarding Ezekiel's warning whisper, "Wait, that one-"

The punk exploded into a flurry of coughs. The last of Ezekiel's whisper reached his ears, "-was made by Courtney."

"How's it coming?" Noah asked behind his green, bug-inspired mask as he walked into the room. He noticed Duncan spluttering and coughing and asked, "Is my dream of all my enemies asphyxiating coming true?"

"No, no!" Harold lied, "We just made that one a bit too salty, that's all!"

"I'm going to choke _you _to death, Noah-it-all!" Duncan warned, once he could breathe again.

Courtney rolled her eyes, not knowing her rice ball caused this, "Just because you couldn't take a little salt doesn't mean you can threaten everyone."

"She makes a point," Gwen knew full and well what the issue was, but took this chance to tease her best friend.

"By the way, Noah," Katie took this chance to change the subject, "How come you're late?"

"I went to talk to someone," he shrugged apathetically. Actually, he was finishing off his deals with Blaineley, but he wasn't going to quickly admit that.

"Whatever," Courtney shrugged, "Are we all ready to open up shop?"

"As close as we probably will be, Princess," Duncan replied, shrugging as well.

Ezekiel beamed, adding, "I'm so excited, eh! This is the first time I've ever gotten to share my food with others!"

"Oh, me too," Courtney agreed, "Well, outside of that one time I made lunch for you guys."

Everyone, minus Noah, paled. They all hoped that didn't mean what they thought it meant. There was a small possibility that Courtney's food could have been mixed in with the rest. That would be a disaster for everyone.

It was then that the PA System went off, announcing, "Everyone participating in the challenge tournament, meet us at the challenge arena! It's time for the preliminary rounds!"

"That's us," Noah mused, "Come along, punk rock."

"Quit acting like I'm a dog, you damn-"

"Wait a second," Gwen interrupted Duncan, raising an eyebrow in suspicion at him, "You two are competing?"

"Yeah?" Duncan tried to play it cool, scoffing, "So?"

"Well, are you two aiming to win?" Courtney asked pointedly.

Noah shrugged, "Close, but no dice." They just wanted second place so they could trade its prize in to fix up the room. Besides, it was ultimately for Gwen and Courtney, even though neither of them would admit it.

"You want second place?" Gwen asked, "The amusement park thing? Who're you taking?"

Courtney chimed in, "As much as I honestly don't care, I'd like to know as well."

"Duncan's going with me," Noah quipped, "The bad boy just can't keep his paws off me."

"You... Want to marry _Noah?" _Courtney asked, obviously shocked.

Noah shot Duncan a look that read, "Don't spill it or the principal'll call off the deal."

"Of course not!" Duncan exclaimed, spluttering, "I just wanna check out those wicked rides and show the egghead what some real fun is!"

"Ooh, then can I come?" Ezekiel chimed in, "I don't know about the married part, but I'll definitely ride some rides, eh!"

"If we're going, we need to go now," Noah was obviously having too much fun with this, "You three coming to the preliminaries or what?"

"We'll hold down the fort," Katie nodded, "You guys, like, kick some butt and show the school what Class F's got!"

The only butt Duncan wanted to kick right then was Noah's.

* * *

**Sorry for the late update. My computer broke down so I had to buy a new one. Regular updates will continue from this point on. **

**I'd also like to thank you guys for over 100 reviews. I'm glad and/or hope you are enjoying this silly little tale!**

* * *

**Next time: **The preliminaries in the festival tournament start off with a bang!


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